4,000,000 Shares of Common Stock Medpace Holdings, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2017 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
CREDIT AGREEMENT DATED AS OF APRIL 1, 2014, among SCIOTO ACQUISITION, INC., as Parent, SCIOTO MERGER SUB, INC., as Initial Borrower, MEDPACE HOLDINGS, INC., as Borrower, JEFFERIES FINANCE LLC, as Administrative Agent and Swingline Lender, AND THE...Credit Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of April 1, 2014, among Scioto Merger Sub, Inc., a Delaware corporation (the “Initial Borrower”), immediately upon the consummation of the Merger (as defined below), Medpace Holdings, Inc., a Delaware corporation (the “Borrower”), Scioto Acquisition, Inc., a Delaware corporation (“Parent”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Jefferies Finance LLC, as Administrative Agent and Swingline Lender.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 16th, 2021 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Delaware
This Indemnification Agreement (“Agreement”) is made effective as of [ ● ], 20[ ● ] by and between Medpace Holdings, Inc., a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 26th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [●], 2016 by and among Medpace Holdings, Inc., a Delaware corporation (the “Company”), Fifth Cinven Fund (No. 1) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 2) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 3) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 4) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 5) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 6) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund Co-Investment Partnership, a general partnership formed under the laws of England and Wales, and Fifth Cinven Fund FCP-SIF, a Luxembourg fond commun de placement (collectively, “Cinven”), and Dr. August J. Troendle (“Dr. Troendle”) as of the date hereof.
5,224,997 Shares of Common Stock Medpace Holdings, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 24th, 2018 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
CREDIT AGREEMENTCredit Agreement • December 8th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
LEASE AGREEMENTLease Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Ohio
MEDPACE HOLDINGS, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • August 1st, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Delaware
Medpace Holdings, Inc., a Delaware corporation (the “Company”), pursuant to its 2016 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
LEASE AGREEMENTLease Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Ohio
VOTING AGREEMENTVoting Agreement • November 3rd, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Delaware
THIS VOTING AGREEMENT, dated as of August 10, 2016, is entered into by and between (i) Dr. August J. Troendle (“Dr. Troendle”) and (ii) the entities listed on Schedule 1 attached hereto (collectively, the “Cinven Stockholders” and, together with Dr. Troendle, the “Principal Stockholders”). Capitalized terms used herein without definition shall have the meanings set forth in Section 1.1.
3,000,000 Shares of Common Stock Medpace Holdings, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • June 13th, 2018 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
Amendment No. 5 to Loan DocumentsMedpace Holdings, Inc. • March 31st, 2023 • Services-commercial physical & biological research
THIS AMENDMENT NO. 5 TO LOAN DOCUMENTS (this “Amendment”) is made as of March 31, 2023 by and between MEDPACE, INC., an Ohio corporation (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).
Amendment No. 3 to Loan DocumentsLoan Documents • December 29th, 2021 • Medpace Holdings, Inc. • Services-commercial physical & biological research
THIS AMENDMENT NO. 3 TO LOAN DOCUMENTS (this “Amendment”) is made as of December 27, 2021 by and between MEDPACE, INC., an Ohio corporation (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).
VOTING AGREEMENTVoting Agreement • July 26th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Delaware
THIS VOTING AGREEMENT, dated as of [●], 2016, is entered into by and between (i) Dr. August J. Troendle (“Dr. Troendle”) and (ii) the entities listed on Schedule 1 attached hereto (collectively, the “Cinven Stockholders” and, together with Dr. Troendle, the “Principal Stockholders”). Capitalized terms used herein without definition shall have the meanings set forth in Section 1.1.
Amendment No. 2 to Loan DocumentsMedpace Holdings, Inc. • March 30th, 2021 • Services-commercial physical & biological research
THIS AMENDMENT NO. 2 TO LOAN DOCUMENTS (this “Amendment”) is made as of March 29, 2021 by and between MEDPACE, INC., an Ohio corporation (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).
Medpace, Inc. Cincinnati, OH 45212Letter Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Ohio
Subject to the terms and conditions of this letter agreement (this “Agreement”), Medpace, Inc., an Ohio corporation (the “Company”), desires to provide for your continued employment on the terms and conditions of this Agreement. This Agreement is effective as of the date set forth above (the “Effective Date”).
PLEDGE AGREEMENT Dated as of April 1, 2014 among THE PLEDGORS FROM TIME TO TIME PARTY HERETO and JEFFERIES FINANCE LLC, as Administrative AgentPledge Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
PLEDGE AGREEMENT (this “Pledge Agreement”), dated as of April 1, 2014, among SCIOTO ACQUISITION, INC., a Delaware corporation (“Parent”), SCIOTO MERGER SUB, INC., a Delaware corporation (“Initial Borrower”), MEDPACE HOLDINGS, INC., a Delaware corporation (the “Borrower”), each other direct or indirect subsidiary of the Borrower party hereto on the date hereof and each Additional Pledgor from time to time party hereto (collectively, the “Pledgors” and each, a “Pledgor”), and JEFFERIES FINANCE LLC, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).
Amended and Restated Employment AgreementEmployment Agreement • July 26th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Ohio
This Amended and Restated Employment Agreement (the “Agreement”), entered into on July 25, 2016 (the “Effective Date”), is made by and between Dr. August J. Troendle (the “Executive”) and Medpace Holdings Inc., a Delaware corporation (together with any of its subsidiaries and Affiliates (as defined below) as may employ the Executive from time to time (including Medpace Inc.), and any successor(s) thereto, the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 10, 2016 by and among Medpace Holdings, Inc., a Delaware corporation (the “Company”), Fifth Cinven Fund (No. 1) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 2) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 3) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 4) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 5) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund (No. 6) Limited Partnership, a Guernsey limited partnership, Fifth Cinven Fund Co-Investment Partnership, a general partnership formed under the laws of England and Wales, and Fifth Cinven Fund FCP-SIF, a Luxembourg fond commun de placement (collectively, “Cinven”), and Dr. August J. Troendle (“Dr. Troendle”) as of the date hereof.
GUARANTY made by SCIOTO ACQUISITION, INC., MEDPACE HOLDINGS, INC., AS BORROWER, and certain of the Borrower’s Subsidiaries, as Guarantors, in favor of JEFFERIES FINANCE LLC, as Administrative Agent Dated as of April 1, 2014Guaranty • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
GUARANTY, dated as of April 1, 2014, made by each of the signatories hereto (together with any Additional Guarantor (as hereinafter defined) that may become a party hereto as provided herein, the “Loan Parties”), in favor of JEFFERIES FINANCE LLC, as Administrative Agent (in such capacity, the “Administrative Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time party to the Credit Agreement, dated as of April 1, 2014 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among SCIOTO ACQUISITION, INC., a Delaware corporation (“Parent”), SCIOTO MERGER SUB, INC., a Delaware corporation (the “Initial Borrower”), immediately upon the consummation of the Merger, MEDPACE HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Lenders, the Administrative Agent and the other parties thereto.
Loan AgreementLoan Agreement • October 1st, 2019 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Ohio
THIS LOAN AGREEMENT (the “Agreement”), is entered into as of September 30, 2019, between MEDPACE, INC., an Ohio corporation (the “Borrower”), with an address at 5375 Medpace Way, Cincinnati Ohio 45227, and PNC BANK, NATIONAL ASSOCIATION (the “Bank”), with an address at 201 East Fifth Street, Cincinnati, Ohio 45202, Attn: Corporate Banking.
SECURITY AGREEMENT Dated as of April 1, 2014 among THE GRANTORS FROM TIME TO TIME PARTY HERETO and JEFFERIES FINANCE LLC, as Administrative AgentSecurity Agreement • April 27th, 2016 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
The Grantor irrevocably constitutes and appoints the Administrative Agent and any officer or agent thereof, with full power of substitution, as its true and lawful attorney-in-fact with full power and authority in the name of the Grantor or in the Administrative Agent’s name, from time to time, in the Administrative Agent’s discretion, so long as any Acceleration Event (as defined in the Security Agreement) shall have occurred and is continuing, to take with respect to the Intellectual Property Collateral any and all appropriate action which the Grantor might be entitled to take with respect to the Intellectual Property Collateral and to execute any and all documents and instruments which may be necessary or desirable to carry out the terms of this Intellectual Property Security Agreement and to accomplish the purposes hereof. Except to the extent expressly permitted in the Security Agreement, the Grantor agrees not to sell, license, exchange, assign or otherwise transfer or dispose of
Amendment No. 1 to Loan DocumentsMedpace Holdings, Inc. • April 1st, 2020 • Services-commercial physical & biological research
THIS AMENDMENT NO. 1 TO LOAN DOCUMENTS (this “Amendment”) is made as of March 30, 2020 by and between MEDPACE, INC., an Ohio corporation (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).
MEDPACE HOLDINGS, INC. 2016 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • April 23rd, 2024 • Medpace Holdings, Inc. • Services-commercial physical & biological research • Delaware
Medpace Holdings, Inc., a Delaware corporation (the “Company”), pursuant to its 2016 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
Amendment No. 6 to Loan DocumentsLoan Documents • March 29th, 2024 • Medpace Holdings, Inc. • Services-commercial physical & biological research
THIS AMENDMENT NO. 6 TO LOAN DOCUMENTS (this “Amendment”) is made as of March 28, 2024, by and between MEDPACE, INC., an Ohio corporation (the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • August 22nd, 2017 • Medpace Holdings, Inc. • Services-commercial physical & biological research • New York
This Stock Repurchase Agreement (this “Agreement”) is made and entered into as of August 16, 2017, by and between Medpace Holdings, Inc., a Delaware corporation (the “Company”), and Medpace Limited Partnership, a Guernsey limited partnership (the “Limited Partnership” acting through its general partner, Medpace GP Limited, a Guernsey company, the “General Partner” and, the Limited Partnership acting through the General Partner, the “Seller”).
