AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Utah
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 6, 2017 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and HEALTH CATALYST, INC., f/k/a HQC Holdings, Inc., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety and replaces the terms of (and obligations outstanding under) that certain Loan and Security Agreement by and among (a) Bank and (b) (i) Borrower and (ii) HEALTHCARE QUALITY CATALYST, LLC, a Utah limited liability company dated as of June 23, 2016, as amended by that certain First Amendment to Loan and Security Agreement between Borrower and Bank dated as of April 26, 2017 (as amended, the “Prior Loan Agreement”). The parties agree that the Prior Loan Agreement is hereby superseded and replaced in its entirety by this Agreement, and the parties agree as follows:
OFFICE LEASEOffice Lease • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Utah
THIS OFFICE LEASE (this “Lease”) is made between EOS AT MILLROCK PARK, LLC, a Delaware limited liability company (“Landlord”), and the Tenant described in Item 1 of the Basic Lease Provisions.
ContractWarrant Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
MEZZANINE LOAN AND SECURITY AGREEMENTMezzanine Loan and Security Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS MEZZANINE LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 6, 2017 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and HEALTH CATALYST, INC., f/k/a HQC Holdings, Inc., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
CREDIT AGREEMENT dated as of February 6, 2019 by and between HEALTH CATALYST, INC., as the Borrower, and ORBIMED ROYALTY OPPORTUNITIES II, LP,Credit Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • New York
THIS CREDIT AGREEMENT dated as of February 6, 2019 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between HEALTH CATALYST, INC., a Delaware corporation (the “Borrower”), and ORBIMED ROYALTY OPPORTUNITIES II, LP, a Delaware limited partnership (together with its successors, transferees and assignees, the “Lender”). The Borrower and the Lender are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
September 26, 2011 Paul Horstmeier Dear Paul: Healthcare Quality Catalyst, LLC (the “Company”) is pleased to offer you employment on the following terms:Employment Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Utah
May 20, 2013 Patrick Nelli Dear Patrick,Employment Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc.
We are pleased to extend to you this offer of full-time employment with Health Catalyst. We are confident that your skills, experience and hard work will contribute meaningfully to the success of the company. This offer is subject to the terms and conditions set forth in this offer. This letter does not represent a contract or agreement for employment; and employment with Health Catalyst (“HC”) is at will.
FIRST AMENDMENT TO OFFICE LEASEOffice Lease • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc.
This First Amendment to Office Lease (this “First Amendment”) is made and entered into by and between EOS AT MILLROCK PARK, LLC, a Delaware limited liability company (“Landlord”), and HEALTH CATALYST, INC., a Delaware corporation (“Tenant’’), formerly known as Healthcare Quality Catalyst, LLC, a Utah limited liability company (“Original Tenant”), effective on and as of the date that Landlord executes this First Amendment as set forth on the signature page below (the “Effective Date”).
FIFTH AMENDED AND RESTATED REGISTRATION AGREEMENTRegistration Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS FIFTH AMENDED AND RESTATED REGISTRATION AGREEMENT is made as of February 6, 2019 by and among Health Catalyst, Inc., a Delaware corporation (the “Company”) and the Persons listed on the Schedule of Investors attached hereto (each, an “Investor” and collectively, the “Investors”).
FIFTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS FIFTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of February 6, 2019, by and among Health Catalyst, Inc., a Delaware corporation (the “Company”), each of the Persons listed on the Schedule of Investors attached hereto (each, an “Investor” and together with any subsequent investors or transferees who become parties hereto as “Investors” pursuant to paragraph 5 below, the “Investors”) and each of the Persons listed on the Schedule of Key Holders attached hereto (each, an “Key Holder” and together with any subsequent investors or transferees who become parties hereto as “Key Holder” pursuant to paragraph 5 below, the “Key Holders”). The Investors and the Key Holders are collectively referred to herein as the “Stockholders” and individually as a “Stockholder.” Except as otherwise provided herein, capitalized terms used herein are defined in paragraph 9 hereof.
FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of February 6, 2019, by and among Health Catalyst, Inc., a Delaware corporation (the “Company”), and the Persons listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).
December 3, 2015 Daniel OrensteinEmployment Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc.
We are pleased to extend to you this offer of full-time employment with Health Catalyst. We are confident that your skills, experience and hard work will contribute meaningfully to the success of the company. This offer is subject to the terms and conditions set forth in this offer. This letter does not represent a contract or agreement for employment; and employment with Health Catalyst (“HC”) is at will.
ContractWarrant Agreement • May 20th, 2019 • Health Catalyst, Inc. • Services-computer programming, data processing, etc. • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
