WARRANT TO PURCHASE STOCKWarrant Agreement • July 16th, 2019 • Innerworkings Inc • Services-business services, nec • Delaware
Contract Type FiledJuly 16th, 2019 Company Industry JurisdictionTHIS WARRANT TO PURCHASE STOCK (THIS "WARRANT") CERTIFIES THAT, for good and valuable consideration, the receipt of which is hereby acknowledged, MACQUARIE US TRADING LLC, or its permitted assignee ("Holder") is entitled to purchase the number of fully paid and non-assessable shares of the class of securities (the "Shares") of INNERWORKINGS, INC. (the "Company") at the Warrant Price of $0.01 per share, all as set forth above and as adjusted pursuant to the terms of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. Capitalized terms used herein but not specifically defined herein shall have the meanings ascribed to them in that certain Loan and Security Agreement, dated as of July 16, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the "Loan Agreement"), by and among the Company, the financial institutions from time to time party thereto (collectively, the "Lenders"), TCW Asset Management Company LLC, a
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 16th, 2019 • Innerworkings Inc • Services-business services, nec • New York
Contract Type FiledJuly 16th, 2019 Company Industry JurisdictionTHIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of July 16, 2019, among INNERWORKINGS, INC., a Delaware corporation (the “Company”), EYELEVEL, INC., an Oregon corporation (“Eyelevel”, and together the Company, (the “US Borrowers”), INNERWORKINGS EUROPE LIMITED, a limited liability company incorporated in England and Wales with company number 01845737 (“INWK Europe”), PROFESSIONAL PACKAGING SERVICES LTD., a limited liability company incorporated in England and Wales with company number 01567813 (“PPS” and together with INWK Europe, collectively, “UK Borrowers” and together with the US Borrowers, collectively, the “Borrowers”), INNERWORKINGS CANADA, INC., an Ontario corporation (“InnerWorkings Canada”), as a Guarantor, INNERWORKINGS EMEA HOLDINGS LP, a limited partnership formed under the laws of England and Wales with company number LP014693 acting by its general partner INWK Holdings, LLC ("EMEA Holdings"), the other Guarantors party to this Agreement from time to time,
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 16th, 2019 • Innerworkings Inc • Services-business services, nec • New York
Contract Type FiledJuly 16th, 2019 Company Industry JurisdictionTHIS LOAN AND SECURITY AGREEMENT (this "Agreement") is dated as of July 16, 2019, among INNERWORKINGS, INC., a Delaware corporation (the "Company" and, together with any other Person joined to this agreement as a Borrower after the date hereof, collectively, the "Borrowers" and each a "Borrower"), EYELEVEL, INC., an Oregon corporation ("Eyelevel"), INNERWORKINGS EMEA HOLDINGS LP, a limited partnership formed under the laws of England and Wales with company number LP014693 acting by its general partner INWK Holdings, LLC ("EMEA Holdings"), INNERWORKINGS EUROPE LIMITED, a limited liability company incorporated in England and Wales with company number 01845737 ("INWK Europe"), PROFESSIONAL PACKAGING SERVICES LTD., a limited liability company incorporated in England and Wales with company number 01567813 ("PPS"), and INNERWORKINGS CANADA, INC., an Ontario corporation ("InnerWorkings Canada"), each as a Guarantor, the other Guarantors party to this Agreement from time to time, the financial