MERIDIANLINK, INC. (a Delaware corporation) 6,906,015 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 8th, 2024 • MeridianLink, Inc. • Services-prepackaged software • New York
MeridianLink, Inc., a Delaware corporation (the “Company”), and the persons listed in Schedule B hereto (the “Selling Stockholders”), confirm their respective agreement with Citigroup Global Markets Inc. (“Citi”) and J.P. Morgan Securities LLC (“JPM”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Citi and JPM are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Selling Stockholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedules A and B hereto and (ii) the grant by the Selling Stockholders, acting severally and not jointly, to the Underwriters, acting severally and not jointly,
EMPLOYMENT AGREEMENTEmployment Agreement • March 9th, 2023 • MeridianLink, Inc. • Services-prepackaged software • California
This Employment Agreement (“Agreement”) is made between MeridianLink, Inc., a Delaware corporation (including its successors and assigns, the “Company”), and Sean Blitchok (the “Executive”) and is effective as of May 25, 2022 (the “Effective Date”).
MERIDIANLINK, INC. (For Directors of a Delaware Corporation)Indemnification Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is made as of , by and between MeridianLink, Inc. a Delaware corporation (the “Company”), and (“Indemnitee”).
MERIDIANLINK, INC. (a Delaware corporation) 6,000,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: September 26, 2024Underwriting Agreement • September 27th, 2024 • MeridianLink, Inc. • Services-prepackaged software • New York
MeridianLink, Inc., a Delaware corporation (the “Company”), and the persons listed in Schedule B hereto (the “Selling Stockholders”), confirm their respective agreement with J.P. Morgan Securities LLC (“JPM”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom JPM is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Selling Stockholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedules A and B hereto and (ii) the grant by the Selling Stockholders, acting severally and not jointly, to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purc
EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2024 • MeridianLink, Inc. • Services-prepackaged software • California
This Employment Agreement (“Agreement”) is made between MeridianLink, Inc., a Delaware corporation (including its successors and assigns, the “Company”), and Laurence E. Katz (the “Executive”) and is effective as on the first day of the Executive’s employment with the Company, which is anticipated to be April 1, 2024 (the “Effective Date”).
MERIDIANLINK, INC.Indemnification Agreement • November 7th, 2024 • MeridianLink, Inc. • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is made as of [DATE], by and between MeridianLink, Inc. a Delaware corporation (the “Company”), and [NAME] (“Indemnitee”).
REFINANCING AMENDMENT AND FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 15th, 2024 • MeridianLink, Inc. • Services-prepackaged software • New York
REFINANCING AMENDMENT AND FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of May 15, 2024 (this “Amendment”), among MERIDIANLINK, INC., a Delaware corporation (the “Parent Borrower”), ML CALIFORNIA SUB, INC, a California corporation (the “Subsidiary Borrower”; together with the Parent Borrower, each a “Borrower” and, collectively, the “Borrowers”), the other Loan Parties party hereto, the First Amendment Refinancing Term Lenders (as defined below), the First Amendment Incremental Term Lender (as defined below) and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), which amends that certain Credit Agreement, dated as of November 10, 2021 (as amended by that certain Conforming Changes Amendment, dated as of June 20, 2023, and as further amended, restated, amended and restated, supplemented and/or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among the Borrowers, each Lender from time to time party thereto, each L/C Issuer p
TRANSITION AGREEMENTTransition Agreement • March 18th, 2024 • MeridianLink, Inc. • Services-prepackaged software • California
This Transition Agreement (“Agreement”) is made between MeridianLink, Inc., a Delaware corporation and its subsidiaries (the “Company”) and Sean Blitchok (the “Executive”). Terms with initial capitalization not otherwise defined shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
AMENDMENT NO. 1 TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENTSenior Secured First Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
This SENIOR SECURED FIRST LIEN CREDIT AGREEMENT (this “Agreement”) is dated as of May 31, 2018, among Project Angel Holdings, LLC, a Delaware limited liability company (“Initial Borrower”), Project Angel Intermediate Holdings, LLC, a Delaware limited liability company (“Holdings”), MeridianLink, Inc., a California corporation (“ML Target” and together with Initial Borrower, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and Antares Capital LP (“Antares Capital”), as Administrative Agent, an L/C Issuer and Collateral Agent. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 1.01.
AMENDMENT NO. 2 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENTSenior Secured Second Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
AMENDMENT NO. 2 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENT (this “Amendment No. 2”), dated as of June 27, 2019, by and among PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party thereto and DBD CREDIT FUNDING LLC, as administrative agent and collateral agent (the “Administrative Agent”). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
AMENDMENT NO. 1 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENTSenior Secured Second Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
This SECOND LIEN CREDIT AGREEMENT (this “Agreement”) is dated as of May 31, 2018, among Project Angel Holdings, LLC, a Delaware limited liability company “Initial Borrower”), Project Angel Intermediate Holdings, LLC, a Delaware limited liability company “Holdings”), MeridianLink, Inc., a California corporation (“ML Target” and together with Initial Borrower, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and DBD Credit Funding LLC (“Fortress”), as Administrative Agent, and Collateral Agent. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 1.01.
MERIDIANLINK, INC. AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 29th, 2023 • MeridianLink, Inc. • Services-prepackaged software
This Amendment No. 1 (this “Amendment”) to that certain Registration Rights Agreement, dated as of May 31, 2018 (the “Rights Agreement”), by and among MeridianLink, Inc., a Delaware corporation (formerly Project Angel Parent, LLC) (the “Company”), and the undersigned holders (the “Holders”), and the other parties listed therein is made and entered into as of December 28, 2023. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Rights Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • California
This Employment Agreement (“Agreement”) is made among Project Angel Parent LLC, a Delaware limited liability company (including its successors and assigns, the “Parent”), MeridianLink, Inc., a California corporation and wholly-owned subsidiary of Parent (including its successors and assigns, the “Company”), and Timothy Nguyen (the “Executive”) and is effective as of the effectiveness of the Parent’s Form S-1 Registration Statement with the U.S. Securities and Exchange Commission (the “Effective Date”). Except with respect to the Restrictive Covenants Obligations (as modified herein), the Continuing Obligations, and the Equity Documents (each as defined below), this Agreement supersedes in all respects all prior agreements between the Executive and the Parent or the Company regarding the subject matter herein, including without limitation (i) the Employment Agreement between the Executive and the Company dated September 7, 2020 and that certain Employment Agreement entered into as of Ma
SECOND AMENDMENT AND INCREMENTAL FACILITY AMENDMENT TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENTSenior Secured First Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
This SECOND AMENDMENT AND INCREMENTAL FACILITY AMENDMENT TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENT (this “Second Amendment”) is dated as of December 21, 2018 and is entered into by PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), PROFESSIONAL CREDIT REPORTING, INC., a California corporation (“PCR”), ML EAST ACQUISITION SUBSIDIARY, INC. (formerly known as CRIF Corporation), a Florida corporation (“ML East”, and together with Initial Borrower, Holdings, ML Target and PCR, each a “Loan Party” and collectively, the “Loan Parties”), the Incremental Term Loan Lenders (as defined below), and ANTARES CAPITAL LP, a Delaware limited partnership, as administrative agent, collateral agent and an L/C Issuer (the “Admini
CONFORMING CHANGES AMENDMENTConforming Changes Amendment • August 4th, 2023 • MeridianLink, Inc. • Services-prepackaged software
THIS CONFORMING CHANGES AMENDMENT (this “Agreement”), dated as of June 20, 2023, is executed by BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of May 31, 2018, by and among (i) Project Angel Parent, LLC, a Delaware limited liability company (the “Company”), (ii) Thoma Bravo Discover Fund, L.P., Thoma Bravo Discover Fund A, L.P., Thoma Bravo Discover Fund II, L.P., Thoma Bravo Discover Fund II-A, L.P., and Thoma Bravo Discover Executive Fund II, L.P., each a Delaware limited partnership (each a “TB Fund” and together, the “TB Funds”), any other TB Fund that at any time becomes a party hereto (each, an “Investor” and collectively, the “Investors”), (iii) any employee of the Company or its Subsidiaries who at any time becomes a party hereto (each, an “Executive” and collectively, the “Executives”), and (iv) each of the other Persons set forth from time to time on the attached “Schedule of Holders” under the heading “Other Security holders” who at any time becomes a party hereto (the “Other Securityholders”). The Investors, the Executives and the Other Security hold
AMENDMENT NO. 3 TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENTSenior Secured First Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
AMENDMENT NO. 3 TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENT (this “Amendment No. 3”), dated as of June 27, 2019, by and among PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party thereto and ANTARES CAPITAL LP, a Delaware limited partnership, as administrative agent, collateral agent and an L/C Issuer (the “Administrative Agent”). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
AMENDMENT NO. 4 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENTSenior Secured Second Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
AMENDMENT NO. 4 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENT (this “Amendment No. 4”), dated as of January 12, 2021, by and among PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party thereto and DBD CREDIT FUNDING LLC, as administrative agent and collateral agent (the “Administrative Agent”). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
This FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”), effective March 23, 2018 (the “Effective Date”) by and between MLink Enterprise, LLC, a California limited liability company (“Lessor”) and MeridianLink, Inc., a California corporation (“Lessee”).
SECOND LIEN CREDIT AGREEMENT Dated as of May 31, 2018 amongSecond Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
This SECOND LIEN CREDIT AGREEMENT (this “Agreement”) is dated as of May 31, 2018, among Project Angel Holdings, LLC, a Delaware limited liability company (“Initial Borrower”), Project Angel Intermediate Holdings, LLC, a Delaware limited liability company (“Holdings”), MeridianLink, Inc., a California corporation (“ML Target” and together with Initial Borrower, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and DBD Credit Funding LLC (“Fortress”), as Administrative Agent, and Collateral Agent. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 1.01.
FOURTH AMENDMENT AND INCREMENTAL FACILITY AMENDMENT TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENTSenior Secured First Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
This FOURTH AMENDMENT AND INCREMENTAL FACILITY AMENDMENT TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENT (this “Fourth Amendment”) is dated as of October 7, 2019 and is entered into by PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), PROFESSIONAL CREDIT REPORTING, INC., a California corporation (“PCR”), ML EAST ACQUISITION SUBSIDIARY, INC. (formerly known as CRIF Corporation), a Florida corporation (“ML East”, and together with Initial Borrower, Holdings, ML Target and PCR, each a “Loan Party” and collectively, the “Loan Parties”), the Incremental Term Loan Lenders (as defined below), and ANTARES CAPITAL LP, a Delaware limited partnership, as administrative agent, collateral agent and an L/C Issuer (the “Administ
OFFICE SUBLEASEOffice Sublease • July 19th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
THIS OFFICE SUBLEASE (this “Sublease”) is made and entered into as of March 24, 2021 (the “Sublease Effective Date”), by and between MERIDIANLINK, INC., a California corporation (“Sublandlord”), and PROFIT RECOVERY PARTNERS, LLC, a California limited liability company (“Subtenant”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • December 23rd, 2021 • MeridianLink, Inc. • Services-prepackaged software
This Amendment No. 1 (this “Amendment”) to the Employment Agreement among Project Angel Parent LLC, a Delaware limited liability company (including its successors and assigns, the “Parent”), MeridianLink, a California corporation and wholly-owned subsidiary of the Parent (including its successors and assigns, the “Subsidiary”), and Timothy Nguyen (the “Executive”) effective as of the effectiveness of the Parent’s Form S-1 Registration Statement with the U.S. Securities and Exchange Commission (the “Employment Agreement”) is effective as of December 23, 2021. All capitalized terms used herein but not otherwise defined shall have the meaning given to such terms in the Employment Agreement.
FIFTH AMENDMENT AND INCREMENTAL FACILITY AMENDMENT TO SENIOR SECURED FIRST LIEN CREDIT AGREEMENTSenior Secured First Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • New York
provided that until the financial statements and the accompanying Compliance Certificate for the first full fiscal quarter ending after the Initial Closing Date are delivered pursuant to Sections 6.01(a) or (b) and 6.02(b), the Applicable Margin for the Revolving Credit Facility and the commitment fee rate with respect to the Revolving Credit Facility shall be set at Pricing Level I. The Applicable Margin for the Revolving Credit Facility and the commitment fee rate with respect to the Revolving Credit Facility shall be re-determined quarterly on the first Business Day following the date of delivery to Administrative Agent of the calculation of the Consolidated First Lien Net Leverage Ratio based on the financial statements and the accompanying Compliance Certificate delivered pursuant to Sections 6.01(a) or (b) and 6.02(b). If the Administrative Agent has not received such calculation of the Consolidated First Lien Net Leverage Ratio for any fiscal quarter within the time period speci
PROJECT ANGEL PARENT, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 31, 2018Limited Liability Company Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of May 31, 2018, is entered into by and among Project Angel Parent, LLC, a Delaware limited liability company (the “Company”), and the Unitholders.
FIRST AMENDMENT TO OFFICE SUBLEASEOffice Sublease • July 19th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
THIS FIRST AMENDMENT TO OFFICE SUBLEASE (this “Amendment”) is made and entered into as of the 21 day of April, 2021 (the “Amendment Effective Date”), by and between MERIDIANLINK, INC., a California corporation (“Sublandlord”), and PROFIT RECOVERY PARTNERS, LLC, a California limited liability company (“Subtenant”).
AMENDMENT NO. 3 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENTSenior Secured Second Lien Credit Agreement • April 30th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
AMENDMENT NO. 3 TO SENIOR SECURED SECOND LIEN CREDIT AGREEMENT (this “Amendment No. 3”), dated as of October 7, 2019, by and among PROJECT ANGEL HOLDINGS, LLC, a Delaware limited liability company (“Initial Borrower”), PROJECT ANGEL INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), MERIDIANLINK, INC., a California corporation (“ML Target”, and together with Initial Borrower, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party thereto and DBD CREDIT FUNDING LLC, as administrative agent and collateral agent (the “Administrative Agent”). All capitalized terms used herein (including in this preamble) and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
FIRST AMENDMENT to the AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of PROJECT ANGEL PARENT, LLC (a Delaware limited liability company)Limited Liability Company Agreement • July 19th, 2021 • Project Angel Parent, LLC • Services-prepackaged software
This FIRST AMENDMENT (this “Amendment”) to that certain Amended and Restated Limited Liability Company Agreement, dated as of May 31, 2018 (the “Agreement”), of Project Angel Parent, LLC, a Delaware limited liability company (the “Company”) is executed as of July 16, 2021, by the Company. Capitalized words and phrases used in this Amendment but not defined herein shall have the meanings set forth in the Agreement.
