INDEMNIFICATION AGREEMENTIndemnification Agreement • April 29th, 2010 • Realpage Inc • Delaware
THIS AGREEMENT is entered into, effective as of by and between RealPage Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
CREDIT AGREEMENT by and among REALPAGE, INC. as Borrower, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, WELLS FARGO FOOTHILL, LLC as the Arranger and Administrative Agent and COMERICA BANK as the Co-Arranger Dated as of September 3, 2009Credit Agreement • April 29th, 2010 • Realpage Inc • California
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of September 3, 2009, by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), COMERICA BANK, Texas Banking Association, as co-arranger for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Co-Arranger”), and REALPAGE, INC., a Delaware corporation (“Borrower”).
SECURITY AGREEMENTSecurity Agreement • April 29th, 2010 • Realpage Inc • California
This SECURITY AGREEMENT (this “Agreement”), dated as of September 3, 2009, among the Grantors listed on the signature pages hereof and those additional entities that hereafter become parties hereto by executing the form of Supplement attached hereto as Annex 1 (the “Grantors” and each, individually, a “Grantor”), and WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, the “Agent”).
GENERAL CONTINUING GUARANTYGeneral Continuing Guaranty • April 29th, 2010 • Realpage Inc • California
This GENERAL CONTINUING GUARANTY (this “Guaranty”), dated as of November 6, 2009 is executed and delivered by PROPERTYWARE, INC., a California corporation (“Guarantor”), in favor of WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns, if any, in such capacity, “Agent”), in light of the following:
MASTER SERVICES AGREEMENTMaster Services Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS MASTER SERVICES AGREEMENT (the “MSA”) between DataBank Holdings Ltd., a Texas limited partnership with offices at 2626 Cole Avenue, Suite 200, Dallas, Texas 75204 (“DataBank”) and RealPage, Inc., a Delaware corporation with offices at 4000 International Parkway, Carrollton, Texas 75007 (“Customer”) is made effective as of the date indicated below the Customer signature on the initial Order Form submitted by Customer and accepted by DataBank.
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made this 31st day of October, 2005 (the “Effective Date”) by and between Timothy J. Barker, an individual resident of the State of Texas, (the “Executive”) with a residence at [***] and RealPage, Inc., a Delaware corporation (the “Employer”), having its chief offices at 4000 International Parkway, Carrollton, Texas 75007.
REALPAGE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT (SECOND SERIES) UNDER THE AMENDED AND RESTATED 1998 STOCK INCENTIVE PLANNon-Qualified Stock Option Agreement • April 29th, 2010 • Realpage Inc • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made this 24th day of September, 2009, (the “Effective Date”) by and between William Van Valkenberg, an individual resident of the State of Washington, (the “Executive”) with a residence at [***] and RealPage, Inc., a Delaware corporation (the “Employer”), having its chief offices at 4000 International Parkway, Carrollton, Texas 75007.
FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholder Agreements • April 29th, 2010 • Realpage Inc • New York
THIS FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT, dated as of March 17, 2010 (this “Agreement”), by and among (i) RealPage, Inc., a Delaware corporation (the “Company”), (ii) the Persons (as defined below) listed on Schedule I annexed hereto under the heading “Series A Shareholders,” (iii) the Persons listed on Schedule I annexed hereto under the heading “Series A1 Shareholders,” (iv) the Persons listed on Schedule I annexed hereto under the heading “Series B Shareholders,” (v) the Persons listed on Schedule I annexed hereto under the heading “Series C Shareholders,” (vi) the Persons listed on Schedule I annexed hereto under the heading “Major Shareholders and Warrantholders,” and (vii) such other Persons who have executed or may from time to time execute a counterpart copy of this Agreement and whose names will be added to Schedule I annexed hereto. The Persons described in (ii) through (vii) are sometimes hereinafter referred to as the “Shareholders” collectively and a “Shareh
REALPAGE, INC. 4000 International Parkway Carrollton, Texas 75007-1913Management Rights Agreement • April 29th, 2010 • Realpage Inc
This letter will confirm our agreement that effective upon your purchase of shares of Series B Convertible Preferred Stock, par value $0.001 per share, of RealPage, Inc., a Delaware corporation (the “Company”), you will be entitled to the following contractual management rights, in addition to rights to certain non-public financial information, inspection rights and other rights that you may be entitled to pursuant to the Stock Purchase Agreement, dated as of December 14, 2005, by and among the Company and the investors party thereto and that certain Amended and Restated Shareholders Agreement, dated as of December 14, 2005, by and among the Company and the investors party thereto:
SHAREHOLDERS’ AGREEMENTShareholders Agreement • April 29th, 2010 • Realpage Inc • Texas
This SHAREHOLDERS’ AGREEMENT (this “Agreement”), dated as of December 1, 1998, is by and among RealPage Communications, Inc., a Texas corporation (the “Company”), Seren Capital Ltd., a Texas limited partnership (“Seren”), Seren Catalyst, L.P., a Texas limited partnership (“Catalyst”), James E. Melson, Jr., Michael W. Munoz, Richard M. Finks, Matthew W. Upton and Ann Howard Smith. The individuals listed on Schedule A hereto and any other individuals or entities who become parties to this Agreement is each sometimes individually referred to herein as a “Shareholder” and collectively are sometimes referred to herein as the “Shareholders.” As used in Article 4 hereof, “Shareholder” or “Shareholders” also includes the Controlling Shareholders (as defined below) and Permitted Winn Transferees (as defined below).
LEASE AGREEMENT between CB PARKWAY BUSINESS CENTER V, LTD., a Texas limited partnership as Landlord and REALPAGE, INC., a Texas corporation as TenantLease Agreement • April 29th, 2010 • Realpage Inc
THIS LEASE AGREEMENT is entered into as of July 23, 1999 by and between CB PARKWAY BUSINESS CENTER V, LTD., a Texas limited partnership (“Landlord”), and RealPage, Inc., a Texas corporation (“Tenant”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • April 29th, 2010 • Realpage Inc
This FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is executed and entered into effective as of December 28, 2009, by and between ARI — INTERNATIONAL BUSINESS PARK, LLC, ARI- IBP 1, LLC, ARI — IBP 2, LLC, ARI — IBP 3, LLC, ARI — IBP 4, LLC, ARI — IBP 5, LLC, ARI — IBP 6, LLC, ARI — IBP 7, LLC, ARI — IBP 8, LLC, ARI — IBP 9, LLC, ARI — IBP 11, LLC, and ARI — IBP 12, LLC, each a Delaware limited liability company (“Landlord”) acting by and through Billingsley Property Services, Inc., as agent for Landlord, and REALPAGE, INC., a Delaware corporation (“Tenant”).
REALPAGE, INC. STAND-ALONE STOCK OPTION AGREEMENTStand-Alone Stock Option Agreement • April 29th, 2010 • Realpage Inc • Texas
REALPAGE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT (SECOND SERIES) UNDER THE 1998 STOCK INCENTIVE PLANNon-Qualified Stock Option Agreement • April 29th, 2010 • Realpage Inc • Texas
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • April 29th, 2010 • Realpage Inc
THIS SECOND AMENDMENT TO LEASE AGREEMENT shall supplement and form a part of a lease agreement (“Lease”) dated July 23, 1999, as amended November 29, 1999, by and between CB PARKWAY BUSINESS CENTER V, LTD., a Texas limited partnership (“Landlord”), and REALPAGE, INC., a Texas corporation (“Tenant”), for Suite 1000, 4000 International Parkway, Carrollton, Texas, as more particularly described upon Exhibit A to the Lease. The Lease is incorporated herein by reference. Where any terms or conditions contained herein conflict with any terms or conditions contained in the Lease, the terms and conditions contained herein shall control. Otherwise, the Lease is ratified and affirmed and all terms and conditions therein shall remain in full force and effect. Terms herein not otherwise defined shall have the same meanings ascribed to such terms in the Lease.
NOTE PURCHASE AGREEMENT between REALPAGE, INC. and HV CAPITAL INVESTORS, L.L.C. Dated August 1, 2008Note Purchase Agreement • April 29th, 2010 • Realpage Inc • Delaware
This Note Purchase Agreement, dated as of August 1, 2008 (this “Agreement”), is entered into by and between RealPage, Inc. a Delaware corporation located at 4000 International Parkway, Carrollton, TX 75007 (the “Company”), and HV Capital Investors, L.L.C., a Michigan limited liability company located at 7 West Square Lake Road, Suite 122, Bloomfield Hills, Michigan 48302 (“Investor”).
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 29th, 2010 • Realpage Inc • Delaware
This First Amendment to Note Purchase Agreement dated as of January 20, 2009 and effective as of December 31, 2008 (this “Amendment”), is entered into by and between RealPage, Inc., a Delaware corporation located at 4000 International Parkway, Carrollton, TX 75007 (the “Company”), and HV Capital Investors, L.L.C., a Michigan limited liability company located at 7 West Square Lake Road, Suite 122, Bloomfield Hills, Michigan 48302 (“Investor”). All capitalized terms not defined in this Amendment have the meaning set forth under the Note Purchase Agreement dated August 1, 2008 between the parties to this Amendment (the “Note Purchase Agreement”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Agreement”), is effective this 1st day of January, 2010 (the “Effective Date”) by and between Timothy J. Barker, an individual resident of the State of Texas (the “Executive”) with a residence at [***], and RealPage, Inc., a Delaware corporation (the “Employer”), having its chief offices at 4000 International Parkway, Carrollton, Texas 75007.
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made this 30 day of December, 2003 (the “Effective Date”) by and between Stephen T. Winn, an individual resident of the State of Texas, (the “Executive”) with a residence at [***] and RealPage, Inc., a Delaware corporation (the “Employer”), having its chief offices at 4000 International Parkway, Carrollton, Texas 75007.
WAIVER AND SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 29th, 2010 • Realpage Inc
THIS WAIVER AND SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of October 15, 2009, by and among WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent (“Agent”) for the Lenders (as defined in the Credit Agreement referred to below), the Lenders party hereto and REALPAGE, INC., a Delaware corporation (the “Borrower”).
SECURED PROMISSORY NOTESecured Promissory Note • April 29th, 2010 • Realpage Inc • Delaware
THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS. THEY MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 29th, 2010 • Realpage Inc
THIS CONSENT AND THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of December 23, 2009, by and among WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent (“Agent”) for the Lenders (as defined in the Credit Agreement referred to below), the Lenders party hereto and REALPAGE, INC., a Delaware corporation (the “Borrower”).
SHARE PLEDGEShare Pledge Agreement • April 29th, 2010 • Realpage Inc • Manitoba
THIS SHARE PLEDGE (this “Agreement”) dated as of February 10, 2010 made by REALPAGE, INC. (the “Pledgor”), a Delaware corporation, to and in favour of WELLS FARGO CAPITAL FINANCE, LLC (formerly, Wells Fargo Foothill, LLC) (the “Agent”), a Delaware limited liability company, as arranger and administrative agent for and on behalf of the Lender Group and the Bank Product Providers (each a “Beneficiary” and collectively, the “Beneficiaries”).
SUPPLEMENT NO. 2Security Agreement • April 29th, 2010 • Realpage Inc
Supplement No. 2 (this “Supplement”) dated as of November 6, 2009, to the Security Agreement, dated as of September 3, 2009 (as amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”), by and among each of the parties listed on the signature pages thereto and those additional entities that thereafter become parties thereto (collectively, jointly and severally, “Grantors” and each individually “Grantor”) and WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, in its capacity as Agent for the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
WAIVER, CONSENT AND FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 29th, 2010 • Realpage Inc
THIS WAIVER, CONSENT AND FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of February 10, 2010, by and among WELLS FARGO CAPITAL FINANCE, LLC (formerly known as Wells Fargo Foothill, LLC), a Delaware limited liability company, as the arranger and administrative agent (“Agent”) for the Lenders (as defined in the Credit Agreement referred to below), the Lenders party hereto and REALPAGE, INC., a Delaware corporation (the “Borrower”).
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of February 22, 2008 by and among RealPage, Inc. and the Other Signatories HeretoRegistration Rights Agreement • April 29th, 2010 • Realpage Inc • New York
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of February 22, 2008 (this “Agreement”), by and among (1) RealPage, Inc., a Delaware corporation (the “Company”), (ii) the Persons (as defined herein) listed on Schedule I annexed hereto under the heading “Series A Shareholders,” (iii) the Persons listed on Schedule I annexed hereto under the heading “Series A1 Shareholders,” (iv) the Persons listed on Schedule I annexed hereto under the heading “Series B Shareholders,” (v) the Persons listed on Schedule I annexed hereto under the heading “Series C Shareholders,” (vi) the Persons listed on Schedule I annexed hereto under the heading “Warrantholders,” and (vii) such other Persons who have executed or may from time to time execute a counterpart copy of this Agreement and whose names will be added to Schedule I annexed hereto. The Persons described in (ii) through (vii) are sometimes hereinafter referred to as the “Investors” collectively and an “Investor” individual
WAIVER AND FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 29th, 2010 • Realpage Inc
THIS WAIVER AND FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of September 16, 2009, by and among WELLS FARGO FOOTHILL, LLC, a Delaware limited liability company, as the arranger and administrative agent (“Agent”) for the Lenders (as defined in the Credit Agreement referred to below), the Lenders party hereto and REALPAGE, INC., a Delaware corporation (the “Borrower”).
GUARANTEEGuarantee • April 29th, 2010 • Realpage Inc • Manitoba
MASTER AGREEMENT FOR CONSULTING SERVICES (Individual)Consulting Agreement • April 29th, 2010 • Realpage Inc • Texas
This Master Agreement for Consulting Services (“Master Agreement”) is made and entered into effective as of the 28th day of June, 2009 (“Effective Date”) by and between William Van Valkenberg, an individual residing in the State of Washington at [***] (“Consultant”), and RealPage, Inc., a Delaware corporation with its principal place of business at 4000 International Parkway, Carrollton, Texas 75007-1913 (“Client”). Consultant and Client are hereinafter collectively called the “Parties”.
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • April 29th, 2010 • Realpage Inc
THIS THIRD AMENDMENT TO LEASE AGREEMENT shall supplement and form a part of a lease agreement (“Lease”) dated July 23, 1999 as amended November 29, 1999 and January 30, 2006, by and between CB PARKWAY BUSINESS CENTER V, LTD., a Texas limited partnership (“Landlord”), and REALPAGE, INC., a Delaware corporation successor-in-interest to REALPAGE, INC., a Texas corporation (“Tenant”), for Suite 1000, 4000 International Parkway, Carrollton, Texas, as more particularly described upon Exhibit A to the Lease. The Lease is incorporated herein by reference.
REALPAGE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE 1998 STOCK INCENTIVE PLANNon-Qualified Stock Option Agreement • April 29th, 2010 • Realpage Inc • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made this 12th day of April, 2007 (the “Effective Date”) by and between Dirk D. Wakeham, an individual resident of the State of California, (the “Executive”) with a residence at [***] and Multifamily Internet Ventures, LLC, a California limited liability company (the “Employer”), having its chief offices at 9 Executive Circle, Suite 200, Irvine, CA 92614.
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2010 • Realpage Inc • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made this 3rd day of March, 2005 (the “Effective Date”) by and between Ashley Chaffin, an individual resident of the State of Texas, (the “Executive”) with a residence at [***] and RealPage, Inc., a Delaware corporation (the “Employer”), having its chief offices at 4000 International Parkway, Carrollton, Texas 75007.
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • April 29th, 2010 • Realpage Inc
THIS FIRST AMENDMENT TO LEASE AGREEMENT shall supplement and form a part of a lease agreement (“Lease”) dated July 23, 1999, by and between CB PARKWAY BUSINESS CENTER V, LTD., a Texas limited partnership (“Landlord”), and REALPAGE, INC., a Texas corporation (“Tenant”), for Suite 1000, 4000 International Parkway, Carrollton, Texas, as more particularly described upon Exhibit A to the Lease. The Lease is incorporated herein by reference. Where any terms or conditions contained herein conflict with any terms or conditions contained in the Lease, the terms and conditions contained herein shall control. Otherwise, the Lease is ratified and affirmed and all terms and conditions therein shall remain in full force and effect. Terms herein not otherwise defined shall have the same meanings ascribed to such terms in the Lease.
