EngageSmart, Inc. [ ] Shares of Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • September 16th, 2021 • EngageSmart, LLC • Services-prepackaged software • New York
EngageSmart, Inc., a Delaware corporation (the “Company”), the successor entity to EngageSmart, LLC, proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several Underwriters an aggregate of [ ] shares of Common Stock of the Company (collectively, the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [ ] shares of Common Stock of the Company, and the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional [ ] shares of Common Stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • September 16th, 2021 • EngageSmart, LLC • Services-prepackaged software • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of __________, 2021 by and between EngageSmart, Inc., a Delaware corporation (the “Company”), and ______________, a member of the Board of Directors or an officer of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
ENGAGESMART, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 16th, 2021 • EngageSmart, LLC • Services-prepackaged software • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of _______, 2021, by and among EngageSmart, Inc., a Delaware corporation (the “Company”), General Atlantic (IC), L.P., a Delaware limited partnership (together with its affiliated investment entities, “General Atlantic”), Summit Partners Growth Equity Fund VIII-A, L.P., a Delaware limited partnership, Summit Partners Growth Equity Fund VIII-B, L.P., a Delaware limited partnership, Summit Partners Entrepreneur Advisors Fund I, L.P., a Delaware limited partnership, Summit Investors I, LLC, a Delaware limited liability company and Summit Investors I (UK), L.P., a Cayman Islands exempted limited partnership (collectively, “Summit”), and each of the investors listed on the signature pages hereto under the caption “Investors” (collectively, the “Investors” and individually, an “Investor”), and each other Person listed on the signature pages hereto under the caption “Other Holders” or who executes a Joinder as an “Other Holder”
STOCKHOLDERS AGREEMENTStockholders Agreement • September 16th, 2021 • EngageSmart, LLC • Services-prepackaged software • Delaware
This STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of _________, 2021, by and among EngageSmart, Inc. (formerly EngageSmart, LLC), a Delaware corporation (the “Company”), General Atlantic (IC), L.P., a Delaware limited partnership (together with its affiliated investment entities, the “GA Stockholder”), Summit Partners Growth Equity Fund VIII-A, L.P., a Delaware limited partnership, Summit Partners Growth Equity Fund VIII-B, L.P., a Delaware limited partnership, Summit Partners Entrepreneur Advisors Fund I, L.P., a Delaware limited partnership, Summit Investors I, LLC, a Delaware limited liability company, and Summit Investors I (UK), L.P., a Cayman Islands exempted limited partnership (collectively, the “Summit Stockholder” and, together with the GA Stockholder, the “Lead Stockholders”) and Robert Bennett, an individual (“Bennett” and, together with the Lead Stockholders, the ‘Stockholders’ and individually, a “Stockholder”).
