INDEMNIFICATION AGREEMENTIndemnification Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [·], 2019 between Ping Identity Holding Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
PING IDENTITY HOLDING CORP. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of [ ], 2019 among Ping Identity Holding Corp., a Delaware corporation (the “Company”), and each of the investors listed on the signature pages hereto under the caption “Investors” (collectively, the “Investors”), each of the executives listed on the signature pages under the caption “Executives” or who executes a Joinder as an “Executive” (collectively, the “Executives”), and each other Person who executes a Joinder as an “Other Holder” (collectively, the “Other Holders”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
Bernard Harguindeguy c/o Ping Identity 1001 17th Street Denver, CO 50202Employment Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
This is your employment agreement with Ping Identity Corporation, a Delaware corporation, (as such company’s name may change from time to time and such company’s successors and assigns, the “Company”). The effective date of the commencement of your employment by the Company pursuant to the terms of this letter shall be October 1, 2018 (the “Effective Date”). We are very excited about this opportunity and value the role that you will serve on our team going forward.
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [·], 2019, by and among Ping Identity Holding Corp., a Delaware corporation (the “Company”), Vista Equity Partners Fund VI, L.P., Vista Equity Partners Fund VI-A, L.P., VEPF VI FAF, L.P. (collectively referred to herein as the “Vista Funds”), Vista Equity Partners Fund VI GP, L.P. (“Fund VI GP”), VEPF VI GP, Ltd. (“Fund VI UGP”), VEPF Management, L.P. (the “Management Company”) and VEP Group, LLC (“VEP Group” and, together with the Vista Funds, Fund VI GP, Fund VI UGP, the Management Company and their Affiliates (as defined herein), “Vista”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.001 per share (the “Common Stock”).
STOCK OPTION AGREEMENTStock Option Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2016 (the “Grant Date”), between Roaring Fork Holding, Inc., a Delaware corporation (the “Company”), and [ ] (“Optionholder”).
MASTER SERVICES AGREEMENTMaster Services Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • California
This Master Services Agreement (this “Agreement”) is made and effective as of February 23, 2017 (the “Effective Date”) by and between Vista Consulting Group, LLC (“VCG”) and Ping Identity Corporation (“Service Recipient”). Each of VCG and Service Recipient may be referred to herein as a “Party” or the “Parties”.
This is your employment agreement with Ping Identity Corporation, a Delaware corporation (as such company’s name may change from time to time and such company’s successors and assigns, the “Company”). It sets forth the terms of your continued...Employment Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Colorado
CREDIT AGREEMENT dated as of January 25, 2018, among PING IDENTITY CORPORATION, as Borrower, ROARING FORK INTERMEDIATE, LLC, as Holdings, THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, GOLDMAN SACHS...Credit Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • New York
This CREDIT AGREEMENT (this “Agreement”), dated as of January 25, 2018, is made among Ping Identity Corporation, a Delaware corporation (“Ping” and the “Borrower”), Roaring Fork Intermediate, LLC, a Delaware limited liability company (“Holdings”), as a Guarantor, each of the other Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) party hereto upon becoming a party hereto, the Lenders and Issuing Banks from time to time party hereto, Goldman Sachs Bank USA, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”), and as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns, the “Collateral Agent”), as swing line lender (in such capacity, the “Swing Line Lender”) and as the Issuing Bank.
NON-EMPLOYEE OUTSIDE DIRECTOR RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Roaring Fork Holding, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above; and
RESTRICTED SHARES AWARD AGREEMENT PING IDENTITY HOLDING CORP. OMNIBUS INCENTIVE PLANRestricted Shares Award Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
Ping Identity Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of Restricted Shares set forth below (the “Award”), under this Restricted Shares Award Agreement (“Agreement”).
OPTION AWARD AGREEMENT PING IDENTITY HOLDING CORP. OMNIBUS INCENTIVE PLANOption Award Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
Ping Identity Holding Corp. (the “Company”) grants to the Participant named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”), under this Option Award Agreement (“Agreement”).
RSU AWARD AGREEMENT PING IDENTITY HOLDING CORP. OMNIBUS INCENTIVE PLANRsu Award Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
Ping Identity Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”), under this RSU Award Agreement (“Agreement”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
THIS FIRST AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into effective as of the 12th day of November, 2015, by and between FSP 1001 17th STREET LLC, a Delaware limited liability company (“Landlord”), and PING IDENTITY CORPORATION, a Delaware corporation (“Tenant”).
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
THIS SECOND AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into effective as of the 6 day of December, 2017, by and between FSP 1001 17TH STREET LLC, a Delaware limited liability company (“Landlord”), and PING IDENTITY CORPORATION, a Delaware corporation (“Tenant”).
FOURTH AMENDMENT TO LEASE AGREEMENTLease Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into effective as of the 1st day of February, 2019 (“Effective Date”), by and between FSP 1001 17TH STREET LLC, a Delaware limited liability company (“Landlord”), and PING IDENTITY CORPORATION, a Delaware corporation (“Tenant”).
FIFTH AMENDMENT TO LEASE AGREEMENTLease Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
THIS FIFTH AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into as of 18th day of March, 2019 (“Effective Date”), by and between FSP 1001 17TH STREET LLC, a Delaware limited liability company (“Landlord”), and PING IDENTITY CORPORATION, a Delaware corporation (“Tenant”).
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
THIS THIRD AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into effective as of the 21st day of August, 2018 (“Effective Date”), by and between FSP 1001 17TH STREET LLC, a Delaware limited liability company (“Landlord”), and PING IDENTITY CORPORATION, a Delaware corporation (“Tenant”).
STOCK OPTION AGREEMENTStock Option Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2016 (the “Grant Date”), between Roaring Fork Holding, Inc., a Delaware corporation (the “Company”), and [ ] (“Optionholder”).
SAR AWARD AGREEMENT PING IDENTITY HOLDING CORP. OMNIBUS INCENTIVE PLANSar Award Agreement • August 23rd, 2019 • Ping Identity Holding Corp. • Services-prepackaged software
Ping Identity Holding Corp. (the “Company”) grants to the Participant named below (“you”) the number of Non-Tandem Stock Appreciation Rights (“SARs”) set forth below (the “Award”), under this SAR Award Agreement (“Agreement”).
