0001047469-20-001123 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [ ], between Accolade, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).

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OFFICE LEASE BETWEEN 1201 TAB OWNER, LLC (“LANDLORD”) AND ACCOLADE, INC. (“TENANT”) 1201 Third Avenue Seattle, Washington
Office Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Washington
ACCOLADE, INC. CREDIT AGREEMENT DATED AS OF JULY 19, 2019 COMERICA BANK AS ADMINISTRATIVE AGENT, AND COMERICA BANK AND WESTERN ALLIANCE BANK AS JOINT LEAD ARRANGERS AND JOINT BOOKRUNNERS
Credit Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • California

This Credit Agreement (“Agreement”) is made as of the 18th day of July, 2019, by and among the financial institutions from time to time signatory hereto (individually a “Lender,” and any and all such financial institutions collectively the “Lenders”), Comerica Bank, as Administrative Agent for the Lenders (in such capacity, the “Agent”), Comerica Bank and Western Alliance Bank as Joint Lead Arrangers and Joint Bookrunners, and Accolade, Inc., a Delaware corporation (“Borrower”).

LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

THIS LEASE (“Lease”) is entered into as of the 22nd day of February, 2007, between BRANDYWINE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Landlord”), and ACCRETIVE CARE, LLC, a Delaware limited liability company, with its principal place of business at 620 West Germantown Pike, Suite 250, Plymouth Meeting, Pennsylvania (“Tenant”).

AMENDMENT TO THE AMENDED AND RESTATED SERVICES AGREEMENT (THE “AMENDMENT”)
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

The AMENDED AND RESTATED SERVICES AGREEMENT dated June 29, 2015 (as previously amended, the “Agreement”) by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health and Welfare Plan (“Comcast”) (each a “Party” and collectively, the “Parties”) is hereby amended as set forth below.

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of March 22, 2018 (this “Amendment”), is entered into by and between ACCOLADE, INC., a Delaware corporation (“Borrower”), and ESCALATE CAPITAL PARTNERS SBIC III, LP, a Delaware limited partnership (the “Lender”).

AMENDMENT TO EXHIBIT C TO THE AMENDED AND RESTATED SERVICES AGREEMENT
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Amendment” is to the AMENDED AND RESTATED SERVICES AGREEMENT (the “Agreement”), dated June 29, 2015, by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health and Welfare Plan (“Comcast”). Accolade and Comcast are each a “Party” and collectively referred to as the “Parties.” Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Agreement. Section references herein, if any, shall refer to Section references in the Agreement.

FIRST AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This First Amendment to Lease made and entered into this 24th day of July, 2008, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (“Landlord”) and ACCOLADE LLC, a Delaware limited liability company and successor by name change to Accretive Care, LLC, hereinafter referred to as (“Tenant”).

SIXTH AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Pennsylvania

This Sixth Amendment to Lease (“Amendment”) made and entered into this 7th day of March, 2012, between and among BRANDYWINE OPERATING PARTNERSHIP, L.P. (“Landlord”) and ACCOLADE, INC. (“Tenant”).

AMENDMENT TO EXHIBITS F AND G TO THE AMENDED AND RESTATED SERVICES AGREEMENT
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Amendment” is to the AMENDED AND RESTATED SERVICES AGREEMENT (the “Agreement”), dated June 29th, 2015, by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health and Welfare Plan (“Comcast”). Accolade and Comcast are each ‘‘a Party’’ and collectively referred to as the “Parties.” Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Agreement. Section references herein, if any, shall refer to Section references in the Agreement.

FOURTH AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Fourth Amendment to Lease” made and entered into this 10th day of August, 2011, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (“Landlord”) and ACCOLADE, INC., hereinafter referred to as (“Tenant”).

RENEWAL AND AMENDMENT TO THE AMENDED AND RESTATED SERVICES AGREEMENT
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

This “Renewal and Amendment” is to the AMENDED AND RESTATED SERVICES AGREEMENT (the “Agreement”), dated June 29, 2015, by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health arid Welfare Plan (“Comcast”). Accolade and Comcast are each a “Party” and collectively referred to as the “Parties.”

THIRD AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Third Amendment to Lease” made and entered into this 5th day of August, 2010, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (“Landlord”) and ACCOLADE, INC., a Delaware corporation and successor to Accolade LLC, hereinafter referred to as (“Tenant”).

SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

This SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of July 19, 2019 (this “Amendment”), is entered into by and between ACCOLADE, INC., a Delaware corporation (“Borrower”), and ESCALATE CAPITAL PARTNERS SBIC III, LP, a Delaware limited partnership (the “Lender”).

FIFTH AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Fifth Amendment to Lease” made and entered into this 31st day of January, 2012, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (“Landlord”) and ACCOLADE, INC., hereinafter referred to as (“Tenant”).

SEVENTH AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This Seventh Amendment to Lease (“Amendment”) made and entered into this 23rd day of October, 2012, between and among BRANDYWINE OPERATING PARTNERSHIP, L.P. (“Landlord”) and ACCOLADE, INC. (“Tenant”).

AMENDMENT 2 TO THE AMENDED AND RESTATED SERVICES AGREEMENT (THE “AMENDMENT”)
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This “Amendment 2” is to the AMENDED AND RESTATED SERVICES AGREEMENT dated June 29, 2015 (as previously amended, the “Agreement”) by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health and Welfare Plan (“Comcast”) (each a “Party” and collectively, the “Parties”) is hereby amended as set forth below.

FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

THIS FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2019 is made by and among ACCOLADE, INC., a Delaware corporation (the “Company”), and the Persons (as defined below) set forth on Schedule A attached hereto (the “Stockholders”).

SECOND AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

This Second Amendment to Lease made and entered into this 3rd day of March, 2009, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (“Landlord”) and ACCOLADE LLC, hereinafter referred to as (“Tenant”).

EIGHTH AMENDMENT TO LEASE
Lease • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

THIS EIGHTH AMENDMENT TO LEASE (“Amendment”) is made and entered into as of Dec, 1, 2017 (“Effective Date”) by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Landlord”), and ACCOLADE, INC., a Delaware limited liability company (“Tenant”).

AMENDMENT TO THE AMENDED AND RESTATED SERVICES AGREEMENT (THE “AMENDMENT”)
Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

The AMENDED AND RESTATED SERVICES AGREEMENT dated June 29, 2015 (as previously amended, the “Agreement”) by and between Accolade, Inc., a Delaware corporation (“Accolade”) and Comcast Cable Communications Management, LLC, a Delaware limited liability company, on behalf of itself, its Affiliates and The Comcast Comprehensive Health and Welfare Plan (“Comcast”) (each a “Party” and collectively, the “Parties”) is hereby amended as set forth below.

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LOAN AND SECURITY AGREEMENT Dated as of January 30, 2017 by and between
Loan and Security Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec • Delaware

This LOAN AND SECURITY AGREEMENT, dated as of January 30, 2017 (this “Loan Agreement”), is entered into by and between ACCOLADE, INC., a Delaware corporation (“Borrower”) and ESCALATE CAPITAL PARTNERS SBIC III, LP, a Delaware limited partnership (together with its successors and assigns, “Lender”). All capitalized terms used herein and not otherwise defined shall have the meanings provided in Section 13 hereof.

AMENDMENT AND RESTATEMENT OF EXHIBITS F AND G TO THE AMENDED AND RESTATED SERVICES AGREEMENT
Amendment and Restatement of Exhibits F and G to the Amended and Restated Services Agreement • February 28th, 2020 • Accolade, Inc. • Services-business services, nec

Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Agreement and applicable Exhibits. Section references herein, if any, shall refer to Section references in the Agreement and applicable Exhibits.

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