AGREEMENT AND PLAN OF MERGER BY AND AMONG SLS BREEZE HOLDINGS, INC., SLS BREEZE INTERMEDIATE HOLDINGS, INC., SLS BREEZE MERGER SUB, INC., AND BLACKLINE SYSTEMS, INC. Dated as of August 9, 2013Merger Agreement • February 12th, 2016 • Blackline, Inc. • Services-prepackaged software • California
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of August 9, 2013, by and among SLS Breeze Holdings, Inc., a Delaware corporation (“Parent”); SLS Breeze Intermediate Holdings, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Intermediate Corp”), SLS Breeze Merger Sub, Inc., a California corporation and a wholly owned subsidiary of Intermediate Corp (“Merger Sub”), and BlackLine Systems, Inc., a California corporation (the “Company”).
CREDIT AGREEMENT dated as of September 25, 2013, among BLACKLINE SYSTEMS, INC., SLS BREEZE INTERMEDIATE HOLDINGS, INC. THE LENDERS PARTY HERETO and OBSIDIAN AGENCY SERVICES, INC., as Administrative Agent and Collateral AgentCredit Agreement • February 12th, 2016 • Blackline, Inc. • Services-prepackaged software • New York
This CREDIT AGREEMENT (this “Agreement”) is dated as of September 25, 2013 and entered into by and among BLACKLINE SYSTEMS, INC., a California corporation (the “Borrower”), SLS BREEZE INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“Holdings”), the Lenders (as defined in Article I), and OBSIDIAN AGENCY SERVICES, INC., as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders.
SUBSCRIPTION AGREEMENTSubscription Agreement • February 12th, 2016 • Blackline, Inc. • Services-prepackaged software • California
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of October 21, 2014, by and among BlackLine, Inc. (f/k/a SLS Breeze Holdings, Inc.), a Delaware corporation (the “Company”), and Iconiq Strategic Partners, L.P., a Delaware limited partnership (“ISP”), Iconiq Strategic Partners-B, L.P., a Cayman Islands exempted limited partnership (“ISP-B”), and Iconiq Strategic Partners Co-Invest, L.P., BL2 Series, a series of a Delaware series limited partnership (“ISP Co-Invest”, and together with ISP and ISP-B, each an “Iconiq Party”, and collectively, the “Iconiq Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in that certain Agreement and Plan of Merger, dated as of August 9, 2013, by and among the Company, certain of its direct and indirect Subsidiaries, and BlackLine Systems, Inc., a California corporation.
