AMENDMENT No. 2, dated as of December 30, 2013 (this “Amendment”), to the Credit and Guaranty Agreement dated as of December 28, 2012, among ANCESTRY.COM INC., a Delaware corporation (the “Borrower”), ANCESTRY.COM LLC (F/K/A ANVIL US I LLC), a...Credit and Guaranty Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
CREDIT AND GUARANTY AGREEMENT, dated as of December 28, 2012 (the “Original Credit Agreement” and as amended by Amendment No. 1 on May 15, 2013 (the “Existing Credit Agreement”) and as amended by Amendment No. 2 on December 30, 2013, this “Agreement”), among Ancestry.com LLC (f/k/a ANVIL US 1 LLC), a Delaware limited liability company (“Holdings”), Ancestry US Holdings Inc. (f/k/a Global Generations International Inc.), a Delaware corporation (“U.S. Holdings”), Ancestry.com Inc. (f/k/a Global Generations Merger Sub Inc.), a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time parties to this Agreement as lenders or holders of the Loans (the “Lenders”) and issuers of Letters of Credit and Barclays Bank PLC, as Adminis
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by ANVILIRE ONE LIMITED, a limited liability company incorporated in Ireland with company registration number 522541 and having its registered office at 25-28 North Wall Quay, Dublin 2 (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of December 23, 2013 by Find A Grave, Inc., a Delaware corporation (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.
ContractSupplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entity listed on Schedule I hereto (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
ContractSupplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 28, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Anvil US 1 LLC, a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each an “Irish Guaranteeing Subsidiary”), the entities listed on Schedule II hereto (each a “Luxembourg Guaranteeing Subsidiary”) and the entity listed on Schedule III hereto (the “DE Guaranteeing Subsidiary” and, collectively with the Irish Guaranteeing Subsidiaries and the Luxembourg Guaranteeing Subsidiaries, each a “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of May 10, 2013 by Ancestry Ireland DNA LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.
ContractSupplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 28, 2012, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Anvil US 1 LLC, a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
ContractThird Supplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 10, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), the entities listed on Schedule I hereto (each a “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 10 May 2013 by, ANCESTRY INFORMATION OPERATIONS COMPANY an unlimited liability company incorporated in Ireland with company registration number 503335, and ANCESTRY INTERNATIONAL DNA COMPANY an unlimited liability company incorporated in Ireland with company registration number 511170, both of which have their registered office at 70 Sir John Rogerson’s Quay, Dublin 2 (the “Joining Parties” and each a “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.
ContractSupplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 27, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Anvilire Two, an Irish unlimited company (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
ContractSupplemental Indenture • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 23, 2013, among Ancestry.com Inc., a Delaware corporation (the “Issuer”), Ancestry.com LLC (f/k/a Anvil US 1 LLC), a Delaware limited liability company (“Parent”), Find A Grave, Inc., a Delaware corporation (the “Guaranteeing Subsidiary”) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”).
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of January 28, 2013 by Anvil US 2 LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Joining Party”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement shall be used herein as therein defined.
GUARANTOR JOINDER AGREEMENTGuarantor Joinder Agreement • February 28th, 2014 • Ancestry.com LLC • Services-computer processing & data preparation
THIS GUARANTOR JOINDER AGREEMENT (this “Joinder”) is executed as of 28 January 2013 by (i) Ancelux 3 S.À R.L., a private limited liability company (société à responsabilité limitée), incorporated and existing under Luxembourg law, with registered office at 282, route de Longwy, L-1940 Luxembourg, registered with the register of commerce and companies of Luxembourg under the number B 174.275 and having a share capital of USD 22,000.- and (ii) Ancelux 4 S.à r.l. a sociéte à responsabilité limitée incorporated and existing under Luxembourg law, having its registered office at 282, route de Longwy, L-1940 Luxembourg, Grand-Duchy of Luxembourg and registered with the Luxembourg register of commerce and companies under B 174.224 and having a share capital of USD 18,000.- (the “Joining Parties”), and delivered to Barclays Bank PLC, as Administrative Agent and as Collateral Agent, for the benefit of the Secured Parties and their respective successors and assigns under the Credit Agreement (as
