EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of the November 1, 2018 (the “Effective Date”), is by and between CONVERSIONPOINT TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and ANDRE PESCHONG (the “Executive”).
LEASE BETWEEN THE IRVINE COMPANY LLC AND CONVERSIONPOINT TECHNOLOGIES INC.Lease Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • California
THIS LEASE is made as of March 20, 2018, by and between THE IRVINE COMPANY LLC, a Delaware limited liability company, hereafter called “Landlord,” and CONVERSIONPOINT TECHNOLOGIES INC., a Delaware corporation, hereafter called “Tenant.”
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • Minnesota
This Second Amendment to Lease Agreement (the “Second Amendment”) is made as of September 15, 2018 (the “Effective Date”), by and between ConversionPoint Technologies, Inc., a Delaware corporation (“Tenant”) and AtGlenwood, LLC, a Minnesota limited liability company (“Landlord”).
AMENDMENT TO LEASE AGREEMENTLease Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • Minnesota
This Amendment to Lease Agreement (the “Amendment”) is made as of June 1, 2018 (the “Effective Date”), by and between ConversionPoint Technologies, Inc., a Delaware corporation (“Tenant”) and AtGlenwood, LLC, a Minnesota limited liability company (“Landlord”).
AMENDMENT NO. 3 TO SELLPOINTS, INC. LEASELease • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 3 TO SELLPOINTS, INC. LEASE is made and entered into as of February 27, 2015, by and between 65TH STREET DEVELOPMENT COMPANY, LLC, a California limited liability company (“Landlord”), and SELLPOINTS, INC., a Delaware corporation (“Tenant”).
AMENDMENT NO. 2 TO SELLPOINTS, INC. LEASELease • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 2 TO SELLPOINTS, INC. LEASE is made and entered into as of December 27, 2013, by and between 65TH STREET DEVELOPMENT COMPANY, LLC, a California limited liability company (“Landlord”), and SELLPOINTS, INC., a Delaware corporation (“Tenant”).
AMENDMENT NO. 5 TO SELLPOINTS, INC. LEASELease • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 5 TO SELLPOINTS, INC., LEASE is made and entered into as of August 1, 2018, by and between 65TH STREET DEVELOPMENT COMPANY, LLC, a California limited liability company (“Landlord”), and SELLPOINTS, INC., a Delaware corporation (“Tenant”).
AMENDMENT NO. 1 TO SELLPOINTS, INC. LEASELease • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
THIS AMENDMENT NO. 1 TO SELLPOINTS, INC. LEASE is made and entered into as of December 11, 2013, by and between 65TH STREET DEVELOPMENT COMPANY, LLC, a California limited liability company (“Landlord”), and SELLPOINTS, INC., a Delaware corporation (“Tenant”).
SELLPOINTS INC. SUBORDINATED UNSECURED PROMISSORY NOTESubordinated Unsecured Promissory Note • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • California
FOR VALUE RECEIVED, SellPoints Inc., a Delaware corporation (the “Company”) promises to pay to [ ], or its registered assigns (“Investor”), in lawful money of the United States of America the principal sum of [ ] Dollars ($[ ]), or such lesser amount as shall equal the outstanding principal amount hereof, together with interest from the date of this Subordinated Unsecured Promissory Note (this “Note”) on the unpaid principal balance, which interest will accrue as follows:
SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
This Sixth Amendment to Loan and Security Agreement is entered into as of March 13, 2019 (the “Amendment”), by and among ConversionPoint Technologies, Inc. (“Parent”), Push Holdings, Inc. (“Push Holdings”), Branded Response, Inc. (“Branded”), Tamble Inc. (“Tamble”), Comiseo, LLC (“Comiseo”), Push Interactive, LLC (“Push Interactive”), Push Properties LLC (“Push Properties”), Tremeta, LLC (“Tremeta”), Base Camp Technologies, LLC (“Base Camp”), Alpine Computing Systems, LLC (“Alpine”), SellPoints, Inc. (“SellPoints”), Montage Capital II, L.P. (“Montage”) and Partners for Growth IV, L.P. (“PFG”). Each of Montage and PFG are also referred to as a “Lender” and collectively referred to as the “Lenders”.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • California
This Note Purchase Agreement, dated as of February 16, 2016 (this “Agreement”), is entered into by and among SellPoints, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the schedule of investors attached hereto as Schedule I (each an “Investor” and, collectively, the “Investors”), as such Schedule I may be amended in accordance with Section 7 hereof.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software • California
This Loan and Security Agreement, dated as of September 29, 2016 (this “Agreement”), is entered by and between SellPoints Inc. (“Borrower”), and Montage Capital II, L.P., a Delaware limited partnership (“Montage”) and Partners for Growth IV, L.P. (“PFG”). Each of Montage and PFG are also referred to as a “Lender” and collectively referred to as the “Lenders”. All capitalized terms used herein and not otherwise defined shall have the meanings provided in Section 13 hereof.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
This Fourth Amendment to Loan and Security Agreement is entered into as of September 28, 2018 (the “Amendment”), by and among ConversionPoint Technologies, Inc. (“Parent”), Push Holdings, Inc. (“Push Holdings”), Branded Response, Inc. (“Branded”), Tamble Inc. (“Tamble”), Comiseo, LLC (“Comiseo”), Push Interactive, LLC (“Push Interactive”), Push Properties LLC (“Push Properties”), Tremeta, LLC (“Tremeta”), Base Camp Technologies, LLC (“Base Camp”), Alpine Computing Systems, LLC (“Alpine”), SellPoints, Inc. (“SellPoints”), Montage Capital II, L.P. (“Montage”) and Partners for Growth IV, L.P. (“PFG”). Each of Montage and PFG are also referred to as a “Lender” and collectively referred to as the “Lenders”.
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 1st, 2019 • ConversionPoint Holdings, Inc. • Services-prepackaged software
This Third Amendment to Loan and Security Agreement is entered into as of June 30, 2018 (the “Amendment”), by and between ConversionPoint Technologies, Inc. (“Parent”), Push Holdings, Inc. (“Push Holdings”), Branded Response, Inc. (“Branded”), Tamble Inc. (“Tamble”), Comiseo, LLC (“Comiseo”), Push Interactive, LLC (“Push Interactive”), Push Properties LLC (“Push Properties”), Tremeta, LLC (“Tremeta”), Base Camp Technologies, LLC (“Base Camp”), Alpine Computing Systems, LLC (“Alpine”), SellPoints, Inc. (“SellPoints”), Montage Capital II, L.P. (“Montage”) and Partners for Growth IV, L.P. (“PFG”). Each of Montage and PFG are also referred to as a “Lender” and collectively referred to as the “Lenders”.
