Working Capital Line of Credit) LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2011 • Exa Corp • Delaware
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 24, 2010 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (FAX 617-969-5965) and EXA CORPORATION, a Delaware corporation (“Borrower”), with its principal place of business at 55 Network Drive, Burlington, Massachusetts 01803 (FAX ), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows:
ContractExa Corp • August 3rd, 2011 • DelawareTHIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
THIS NOTE PURCHASE AGREEMENT (the “Agreement”) is made as of February 9, 2004 by and among Exa Corporation (the “Company”), a Delaware corporation, Edelson Technology Partners (“Edelson”), Fidelity Ventures Limited and FMR Corporation (together “Fidelity”), Boston Capital Ventures III, Limited Partnership (“BCV III”) and Boston Capital Ventures IV, Limited Partnership (“BCV IV” together with Edelson, Fidelity and BCV III, the “Investors”). The Company and the Investors (each individually a “Party”) shall together be referred to herein as the “Parties.”
AGREEMENT CONCERNING NONQUALIFIED STOCK OPTION GRANTED BY EXA CORPORATION (HEREINAFTER CALLED THE “COMPANY”) UNDER THENonqualified Stock • August 3rd, 2011 • Exa Corp
This Agreement is made as of the date specified in Schedule A attached hereto and hereby incorporated herein between the Company and the Holder named in Schedule A. For valuable consideration, the receipt of which is hereby acknowledged, the Company hereby grants to the Holder the following Nonqualified Stock Option (the “Option”):
Customer AgreementCustomer Agreement • August 3rd, 2011 • Exa Corp
This IBM Customer Agreement (called the “Agreement”) governs transactions by which you purchase Machines, license ICA Programs, obtain Program licenses, and acquire Services from International Business Machines Corporation (“IBM”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of January 28, 2011 (the “Effective Date”) by and among GOLD HILL CAPITAL 2008, L.P., a Delaware limited partnership (“Gold Hill”), as agent (the “Agent”), and the Lenders listed on Schedule 1.1 and otherwise party hereto, including without limitation, Gold Hill and MASSACHUSETTS CAPITAL RESOURCE COMPANY (“MCRC”), and EXA CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This Second Amendment to Loan and Security Agreement (this “Amendment”) is made effective as of September 30, 2009, by and between FMR LLC, a Delaware limited liability company, with its principal place of business at 82 Devonshire Street, Boston, Massachusetts 02109 (“Lender”) and EXA CORPORATION, a Delaware corporation with offices at 55 Network Drive, Burlington, Massachusetts 01803 (“Borrower”).
EXA CORPORATION Burlington, MA 01803Exa Corp • August 3rd, 2011
The undersigned Exa Corporation (“Exa”) proposes to undertake a firm commitment underwritten initial public offering of its common stock (the “IPO”), with respect to which Stifel, Nicolaus & Company, Incorporated (“Stifel”) proposes to act as representative of the several underwriters pursuant to an underwriting agreement in substantially the form heretofore presented to you (the “Underwriting Agreement”).
PURCHASE AGREEMENTStock Purchase Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of April 30, 2008 by and among (i) Exa Corporation, a Delaware corporation (the “Company”), (ii) Fidelity Ventures Limited (“Fidelity Ventures”) and Fidelity Investors Limited Partnership (“FILP” and, together with Fidelity Ventures, “Fidelity”), (iii) Boston Capital Ventures III, Limited Partnership (“BCV III”), (iv) Boston Capital Ventures IV, Limited Partnership (“BCV IV” and, together with Fidelity, the “Principal Investors”), and (v) such additional persons and entities that are holders of the Company’s preferred stock and are Accredited Investors (as defined below) as may become a party to this Agreement in accordance with the terms hereof (collectively, the “Additional Investors” and, together with BCV III and the Principal Investors, the “Investors”). The Company and the Investors (each individually a “Party”) shall together be referred to herein as the “Parties.”
FIRST LOAN MODIFICATION AGREEMENTFirst Loan Modification Agreement • August 3rd, 2011 • Exa Corp
This First Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of May 24, 2011 and is effective as of May 23, 2011, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”) and EXA CORPORATION, a Delaware corporation, with its principal place of business at 55 Network Drive, Burlington, Massachusetts 01803 (“Borrower”).
EXA CORPORATION SERIES A PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT April 30, 1993Series a Preferred Stock And • August 3rd, 2011 • Exa Corp • Massachusetts
This CLASS A PREFERRED STOCK AND COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made this 30th day of April, 1993 by and among Exa Corporation, a Massachusetts corporation (the “Company”) and Fidelity Ventures Ltd. (“Fidelity”), Philip A. Cooper, Robert S. Kniffin, Kim Molvig and Stephen A. Remondi (the “Investors”).
LOAN AND SECURITY AGREEMENT (Working Capital Line of Credit)Loan and Security Agreement • August 3rd, 2011 • Exa Corp • Delaware
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of July 14, 2009, between FMR LLC, a Delaware limited liability company, with its principal place of business at 82 Devonshire Street, Boston, Massachusetts 02109 (FAX 617-217-0996) (“Lender”) and EXA CORPORATION, a Delaware corporation with offices at 55 Network Drive, Burlington, Massachusetts 01803 (FAX 781-676-8599)(“Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:
VOTING AGREEMENTVoting Agreement • August 3rd, 2011 • Exa Corp • Delaware
THIS VOTING AGREEMENT is made and entered into as of this 3rd day of August, 2011, by and among Exa Corporation, a Delaware corporation (the “Company”), Fidelity Ventures Limited (“FVL”), InfoTech Fund I LLC (“InfoTech”), FMR LLC (“FMR” and together with FVL and InfoTech, the “Fidelity Entities”) and other Stockholders set forth on Schedule A1 hereto (the “Stockholders”).
FIRST AMENDMENT TO OEM LICENSE AGREEMENTOem License Agreement • August 3rd, 2011 • Exa Corp • Michigan
This First Amendment to the OEM License Agreement Amendment (hereinafter referred to as the “Amendment”), entered into by and between THERMOANALYTICS, INC. (the “Company”) located at 23440 Airpark Boulevard, Calumet, Michigan 49913 and EXA CORPORATION, located at 55 Network Drive, Burlington, Massachusetts 01803 (the “Licensee”) (jointly referred to as the “Parties”), amends the OEM Licensee Agreement between the parties dated October 26th, 2006 (the “Agreement”).
EXA CORPORATION SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries C Convertible Preferred Stock Purchase Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made this 30th day of September, 1996 by and among Exa Corporation, a Massachusetts corporation (the “Company”) and Fidelity Ventures Ltd. (“Fidelity”), Fidelity Investors Limited Partnership (“Fidelity Investors”), Boston Capital Ventures III, Limited Partnership (“BCV”), Edelson Technology Partners (“Edelson”), Massachusetts Capital Resource Company (“MCRC”), Associated Group, Inc. (“Associated”), Itochu Corporation, Itochu Techno-Science Corporation, Itochu Technology, Inc., John J. Shields, III and John William Poduska (collectively, the “Investors”).
EXA CORPORATION SERIES F CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries F Convertible Preferred Stock Purchase Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This SERIES F CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made this 28th day of January, 1998 by and among Exa Corporation, a Massachusetts corporation (the “Company”), and Ford Motor Company, a Delaware corporation (the “Investor”).
ILLEGIBILE] [ILLEGIBILE] [ILLEGIBILE]Exa Corp • August 3rd, 2011
Reference is made to (i) the Loan and Security Agreement dated July 14, 2009, as amended to date (the “Loan Agreement”) pursuant to which FMR LLC (“FMR”) agreed to make certain loans to Exa Corporate (“Exa”), and (ii) that certain letter agreement dated April 12, 2010 between FMR and Exa (the “2010 Letter Agreement”) relating to the Loan Agreement.
EXA CORPORATION SERIES E CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries E Convertible Preferred Stock Purchase Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This SERIES E CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made this 28th day of January, 1998 by and among Exa Corporation, a Massachusetts corporation (the “Company”), and Boston Capital Ventures III, Limited Partnership, Associated Group, Inc., Edelson Technology Partners, Itochu Techno-Science Corporation, John William Poduska and King’s Point Holdings, Inc. (the “Investors”).
FMR LLC Boston, MA 02109 April 12, 2010Exa Corp • August 3rd, 2011
Reference is made to the Loan and Security Agreement dated July 14, 2009, as amended to date (the “Loan Agreement”) pursuant to which FMR LLC (“FMR”) agreed to make certain loans to Exa Corporate (“Exa”). Pursuant to the Loan Agreement, all outstanding loans are to be repaid in full on or before April 30, 2010 (the “Maturity Date”)
EXA CORPORATION SERIES B PREFERRED STOCK AND WARRANT PURCHASE AGREEMENTSeries B Preferred Stock and Warrant • August 3rd, 2011 • Exa Corp • Massachusetts
This CLASS B PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is made this 2nd day of November, 1994 by and among Exa Corporation, a Massachusetts corporation (the “Company”) and Fidelity Ventures Ltd. (“Fidelity”), Boston Capital Ventures III, Limited Partnership (“BCV”), Edelson Technology Partners (“Edelson”), Massachusetts Capital Resource Company (“MCRC”), Associated Group, Inc. (“Associated”), John J. Shields, III and John William Poduska (collectively, the “Investors”).
Sales Agreement between science + computing ag (s+c) and Exa Corporation for the Sale of PowerVIZ™ Workstation EditionSales Agreement • August 3rd, 2011 • Exa Corp
This Sale Agreement for PowerVIZ Workstation Edition is entered into between Exa Corporation, a company incorporated in the US state of Delaware, hereinafter referred to as the “Partner” and science + computing AG (s+c) a company incorporated in Germany, having its registered office in Tübingen, hereinafter referred to as “s+c”. Hereinafter if not specified differently PowerVIZ references PowerVIZ Workstation Edition.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2011 • Exa Corp • Massachusetts
This First Amendment to Loan and Security Agreement (this “Amendment”) is made effective as of August 31, 2009, by and between FMR LLC, a Delaware limited liability company, with its principal place of business at 82 Devonshire Street, Boston, Massachusetts 02109 (“Lender”) and EXA CORPORATION, a Delaware corporation with offices at 55 Network Drive, Burlington, Massachusetts 01803 (“Borrower”).
NETWORK DRIVE AT NORTHWEST PARK OFFICE LEASE NET VIEW 5 AND 6 LLC AS LANDLORD AND EXA CORPORATION AS TENANT FOR PREMISES AT BURLINGTON, MASSACHUSETTSOffice Lease • August 3rd, 2011 • Exa Corp • Delaware
