Insert number of shares] RALLY SOFTWARE DEVELOPMENT CORP. COMMON STOCK Par value $0.0001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • April 2nd, 2013 • Rally Software Development Corp • Services-prepackaged software • New York
Rally Software Development Corp., a Delaware corporation (the “Company”), proposes to sell an aggregate of [·] shares (the “Firm Stock”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of [·] additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
RALLY SOFTWARE DEVELOPMENT CORP. AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 2nd, 2013 • Rally Software Development Corp • Services-prepackaged software • Delaware
THIS AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Amendment”) is entered into as of April 1, 2013 by and among RALLY SOFTWARE DEVELOPMENT CORP., a Delaware corporation (the “Company”), and the stockholders of the Company listed on listed on the signature pages hereto (the “Stockholders”).
