December 22, 2011 Blackbaud, Inc. Re: Disclosure Procedures for Highly Confidential InformationLetter Agreement • January 25th, 2012 • Convio, Inc. • Services-prepackaged software
This letter agreement governs the terms of disclosure by Convio, Inc. (“Target”) to Blackbaud, Inc. (“Buyer”) of information and documents to members of the Clean Team that are identified as “Highly Confidential Information”, in furtherance of Buyer’s efforts to conduct due diligence with respect to its potential acquisition of Target (the “Transaction”). “Highly Confidential Information” shall include, without limitation, all information and documents that are responsive to line items which Target has marked as Highly Confidential Information on the diligence request list included in the electronic data room established by Target in connection with this Transaction. Buyer has indicated that review of Highly Confidential Information by certain of its independent consultants or employees is necessary in order for Buyer to move forward in conducting due diligence on the Transaction.
EXCLUSIVITY AGREEMENTExclusivity Agreement • January 25th, 2012 • Convio, Inc. • Services-prepackaged software • Delaware
This Exclusivity Agreement (the “Agreement”) is made and entered into as of December 20, 2011 by and between Blackbaud, Inc. (“Blackbaud”) and Convio, Inc. (the “Company”).
January 17, 2012 Blackbaud, Inc. Senior Credit Facilities Commitment LetterConvio, Inc. • January 25th, 2012 • Services-prepackaged software
MUTUAL NONDISCLOSURE AGREEMENTMutual Nondisclosure Agreement • January 25th, 2012 • Convio, Inc. • Services-prepackaged software • Delaware
This Mutual Nondisclosure Agreement (this “Agreement”) by and between Convio, Inc., a Delaware corporation (“Convio”), and Blackbaud, a Delaware corporation (“Potential Buyer” and Convio and Potential Buyer, each a “Party” and collectively, the “Parties”), is dated as of the latest date set forth on the signature page hereto.
