SEPARATION PAY AGREEMENTSeparation Pay Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • Georgia
THIS SEPARATION PAY AGREEMENT (the “Agreement”) by and between Connecture, Inc. (“Company”) and David Sockel (“You” or “Your”) (collectively, the “Parties”), is entered into and effective as of the 23rd of July, 2012 (the “Effective Date”).
Connecture, Inc. 18500 W. Corporate Drive Suite 250 Brookfield, WI 53045 December 31, 2013Connecture Inc • October 20th, 2014 • Services-prepackaged software • Delaware
SECOND LIEN TERM LOAN AGREEMENT by and among THL CORPORATE FINANCE, INC., as Administrative Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and CONNECTURE, INC. and DESTINATIONRX, INC. as Borrowers Dated as of March 18, 2013Term Loan Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • New York
THIS SECOND LIEN TERM LOAN AGREEMENT (this “Agreement”), is entered into as of March 18, 2013, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), THL CORPORATE FINANCE, INC., a Delaware corporation, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), CONNECTURE, INC., a Delaware corporation (“Connecture”), and DESTINATIONRX, INC., a Delaware corporation (“DRX”; together with Connecture, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”).
FIRST LEASE AMENDMENTFirst Lease Amendment • October 20th, 2014 • Connecture Inc • Services-prepackaged software
THIS FIRST LEASE AMENDMENT (“Amendment”) is dated January 31, 2013, by and between CORE Realty Holdings Management, Inc., a California corporation, fbo Brookfield Lakes Tenants in Common (“Landlord”) and Connecture, Inc., a Delaware corporation (“Tenant”).
STOCK PURCHASE AGREEMENT BY AND AMONG CONNECTURE, INC. PATRICK DOWNEND, AND AARON DOWNEND Dated as of February 16, 2011Stock Purchase Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • Delaware
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of February 16, 2011, by and among CONNECTURE, INC., a Delaware corporation (“Buyer” or “Connecture”), Patrick Downend (“Patrick”) and Aaron Downend (“Aaron” and together with Patrick, the “Sellers” or individually, a “Seller”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 9.
AMENDMENT NO. 3 AND WAIVER TO CREDIT AGREEMENTCredit Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • New York
This AMENDMENT NO. 3 AND WAIVER TO CREDIT AGREEMENT (this “Amendment”) is made as of March 12, 2014 (the “Effective Date”), by and among CONNECTURE, INC. (the “Connecture”), DESTINATIONRX, Inc. (“DestinationRX” and together with Connecture, the “Borrowers”), the Lenders (as defined below) party hereto and Wells Fargo Bank, National Association, as Agent for the Lenders (in such capacity, the “Agent”). Capitalized terms used in this Amendment (including the Recitals), to the extent not otherwise defined herein, shall have the same meaning as in the Credit Agreement.
55 ALLEN PLAZA OFFICE LEASE between TR 55 ALLEN PLAZA LLC Landlord and CONNECTURE, INC. Tenant September 30, 2013Tenant Improvement Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software
ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Lot 79, 14th District, Fulton County, Georgia, and being more particularly described as follows:
AMENDMENT NO. 4 AND WAIVER TO SECOND LIEN TERM LOAN AGREEMENTTerm Loan Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • New York
This AMENDMENT NO. 4 AND WAIVER TO SECOND LIEN TERM LOAN AGREEMENT (this “Amendment”) is made as of June 12, 2014 (the “Fourth Amendment Effective Date”), by and among CONNECTURE, INC. (the “Connecture”), DESTINATIONRX, Inc. (“DestinationRX” and together with Connecture, the “Borrowers”), the Lenders (as defined below) party hereto and THL Corporate Finance, Inc., as Agent for the Lenders (in such capacity, the “Agent”). Capitalized terms used in this Amendment (including the Recitals), to the extent not otherwise defined herein, shall have the same meaning as in the Term Loan Agreement.
AMENDMENT NO. 2 AND WAIVER TO SECOND LIEN TERM LOAN AGREEMENTTerm Loan Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • New York
This AMENDMENT NO. 2 AND WAIVER TO SECOND LIEN TERM LOAN AGREEMENT (this “Amendment”) is made as of March 20, 2014 (the “Second Amendment Effective Date”), by and among CONNECTURE, INC. (the “Connecture”), DESTINATIONRX, Inc. (“DestinationRX” and together with Connecture, the “Borrowers”), the Lenders (as defined below) party hereto and THL Corporate Finance, Inc., as Agent for the Lenders (in such capacity, the “Agent”). Capitalized terms used in this Amendment (including the Recitals), to the extent not otherwise defined herein, shall have the same meaning as in the Term Loan Agreement.
CONNECTURE, INC. VOTING AGREEMENTVoting Agreement • October 20th, 2014 • Connecture Inc • Services-prepackaged software • Delaware
THIS VOTING AGREEMENT (the “Agreement”) is made and entered into as of this 3rd day of August, 2012, by and among CONNECTURE, INC., a Delaware corporation (the “Company”), the holders of the Company’s Common Stock, par value $0.001 per share (the “Common Stock”), and options or warrants to purchase Common Stock, listed on EXHIBIT A hereto (the “Key Holders”) and the Persons listed on EXHIBIT B hereto (the “Investors” and collectively with the Key Holders, the “Stockholders”).
