REGISTRATION RIGHTS AGREEMENT BY AND AMONG VIANT TECHNOLOGY INC. AND CERTAIN STOCKHOLDERS DATED AS OF [ ], 2021Registration Rights Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • Delaware
This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of [ ], 2021, is made by and among:
REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTY PNC BANK, NATIONAL ASSOCIATION (AS AGENT) THE LENDERS FROM TIME TO TIME PARTY HERETO WITH VIANT TECHNOLOGY LLC, VIANT US LLC ADELPHIC LLC AND MYSPACE LLC (AS BORROWERS) AND THE PERSONS FROM TIME TO...Revolving Credit and Security Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • New York
Revolving Credit and Security Agreement and Guaranty, dated as of October 31, 2019, among VIANT TECHNOLOGY LLC, a Delaware limited liability company (“Viant”), each other Person which is now or which hereafter becomes a party to this Agreement as a Borrower, each other Person from time to time joined as a party to this Agreement as a Guarantor, the persons which are now or which hereafter become a party hereto as lenders (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (in such capacity, and together with its successors and assigns in such capacity, “Agent”).
FOURTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTYRevolving Credit and Security Agreement and Guaranty • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • New York
Revolving Credit and Security Agreement and Guaranty, dated as of October 31, 2019, among VIANT TECHNOLOGY LLC, a Delaware limited liability company (“Viant”), each other Person which is now or which hereafter becomes a party to this Agreement as a Borrower, each other Person from time to time joined as a party to this Agreement as a Guarantor, the persons which are now or which hereafter become a party hereto as lenders (collectively, the “Lenders” and each individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (in such capacity, and together with its successors and assigns in such capacity, “Agent”).
FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTYRevolving Credit and Security Agreement and Guaranty • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc.
THIS FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTY (this “Amendment”), dated as of April 13, 2020, by and among VIANT TECHNOLOGY LLC, a Delaware limited liability company (“Viant Tech”), VIANT US LLC, a Delaware limited liability company (“Viant US”), ADELPHIC LLC, a Delaware limited liability company (“Adelphic”), MYSPACE LLC, a Delaware limited liability company (“Myspace” and, together with Viant Tech, Viant US and Adelphic the “Borrowers”, and each a “Borrower”), the Persons which are party to the Credit Agreement as lenders (collectively, the “Lenders” and each individually a “Lender”), and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”). Terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement defined below.
VIANT TECHNOLOGY EQUITY PLAN LLC LIMITED LIABILITY COMPANY AGREEMENT DATED AS OF March 14, 2017Limited Liability Company Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT of Viant Technology Equity Plan LLC, a limited liability company organized pursuant to the Act (the “Plan”), is entered into as of March 14, 2017, by and among the Plan and the individuals party hereto.
VIANT TECHNOLOGY INC. (a Delaware corporation) [●] Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • New York
SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTYRevolving Credit and Security Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc.
THIS SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTY (this “Amendment”), dated as of April 30, 2020, by and among VIANT TECHNOLOGY LLC, a Delaware limited liability company (“Viant Tech”), VIANT US LLC, a Delaware limited liability company (“Viant US”), ADELPHIC LLC, a Delaware limited liability company (“Adelphic”), MYSPACE LLC, a Delaware limited liability company (“Myspace” and, together with Viant Tech, Viant US and Adelphic the “Borrowers”, and each a “Borrower”), the Persons which are party to the Credit Agreement as lenders (collectively, the “Lenders” and each individually a “Lender”), and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”). Terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement defined below.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of , (the “Effective Date”) by and between Viant Technology Inc., a Delaware corporation (the “Corporation”), and [ ] (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc. • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Viant Technology LLC (the “Company”) and Larry Madden (“Executive”). Once signed by both of the parties, this Agreement will be deemed effective as of March 27, 2017 (the “Effective Date”).
THIRD AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTYRevolving Credit and Security Agreement and Guaranty • February 1st, 2021 • Viant Technology Inc. • Services-computer programming, data processing, etc.
THIS THIRD AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT AND GUARANTY (this “Amendment”), dated as of May 29, 2020, by and among VIANT TECHNOLOGY LLC, a Delaware limited liability company (“Viant Tech”), VIANT US LLC, a Delaware limited liability company (“Viant US”), ADELPHIC LLC, a Delaware limited liability company (“Adelphic”), MYSPACE LLC, a Delaware limited liability company (“Myspace” and, together with Viant Tech, Viant US and Adelphic the “Borrowers”, and each a “Borrower”), the Persons which are party to the Credit Agreement as lenders (collectively, the “Lenders” and each individually a “Lender”), and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for the Lenders (PNC, in such capacity, the “Agent”). Terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement defined below.
