Entire Agreement Contract Clauses (18,614)

Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Company's certificate of incorporation and bylaws and applicable law. -11- 25. Modification and Waiver. No supplement, modification or amendment t...o this Agreement shall be binding unless executed in writing by the parties hereto. No amendment, alteration or repeal of this Agreement shall adversely affect any right of Indemnitee under this Agreement in respect of any action taken or omitted by such Indemnitee in his or her Corporate Status prior to such amendment, alteration or repeal. No waiver of any of the provisions of this Agreement shall constitute or be deemed a waiver of any other provision of this Agreement nor shall any waiver constitute a continuing waiver. View More

Entire Agreement. This Agreement, together with the relevant Notice and the Plan, contain the entire agreement between the parties with respect to the RSUs granted hereunder. Any oral or written agreements, representations, warranties, written inducements, or other communications made prior to the execution of this Agreement with respect to the RSUs granted hereunder shall be void and ineffective for all purposes.

Entire Agreement. This Agreement, together with my offer letter agreement to which this Agreement was attached, represents my entire understanding with Company with respect to the subject matter of this Agreement and supersedes all previous understandings, written or oral. This Agreement may be amended or modified only with the written consent of both an authorized officer of Company and me. No oral waiver, amendment or modification shall be effective under any circumstances whatsoever. I HAVE READ THIS AGREEMENT... CAREFULLY AND I UNDERSTAND AND ACCEPT THE OBLIGATIONS WHICH IT IMPOSES UPON ME WITHOUT RESERVATION. NO PROMISES OR REPRESENTATIONS HAVE BEEN MADE TO ME TO INDUCE ME TO SIGN THIS AGREEMENT. I SIGN THIS AGREEMENT VOLUNTARILY AND FREELY. /s/ Andrew Dreskin Name: Andrew Dreskin Address: Dated: 9.15.17 Accepted and Agreed: Eventbrite 155 5th Street San Francisco, CA 94103 By: Julia Hartz, CEO /s/ Julia Hartz Title: Chief Executive Officer Dated: 9-15-17 Attachment A PRIOR INVENTIONS /s/ AD Employee Initials Attachment B California Labor Code Section 2870. Application of provision providing that employee shall assign or offer to assign rights in invention to employer. (a) Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of his or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer's equipment, supplies, facilities, or trade secret information except for those inventions that either: (1) Relate at the time of conception or reduction to practice of the invention to the employer's business, or actual or demonstrably anticipated research or development of the employer; or (2) Result from any work performed by the employee for his employer. (b) To the extent a provision in an employment agreement purports to require an employee to assign an invention otherwise excluded from being required to be assigned under subdivision (a), the provision is against the public policy of this state and is unenforceable. EX-10.12 18 d593770dex1012.htm EX-10.12 EX-10.12 Exhibit 10.12 CONFIDENTIAL INFORMATION September 14, 2017 Mr. Andrew Dreskin Re: Employment Offer Letter Dear Andrew, It is my pleasure to offer you a position at Eventbrite, Inc. ("Company"), coming on board to assume a primary role in building our business. The details of this offer are as follows: Position: President, Music Reporting To: CEO (Julia Hartz) Base Salary: $650,000 per annum Target Bonus $500,000 per annum Stock Options: 878,0521 Start Date: September 5, 2017 This offer is contingent upon reference checks, background checks, clearance of any conflicts of interest, your execution of the Proprietary Information and Invention Assignment Agreement, and your eligibility to work in the United States. The terms of your new position with the Company are as set forth below: 1. Position. We are very pleased to offer you the position set forth above under "Position" reporting directly to the position set forth above under "Reporting To". You will have the duties, responsibility and authority customary for such position. View More

Entire Agreement. This Agreement, including the Nondisclosure Agreement incorporated herein by reference, constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral. This Agreement may be amended or modified only with the written consent of Executive and the Board. No oral waiver, amendment or modification will be effective under any circumstances whatsoever. 10 TH...E PARTIES TO THIS AGREEMENT HAVE READ THE FOREGOING AGREEMENT AND FULLY UNDERSTAND EACH AND EVERY PROVISION CONTAINED HEREIN. WHEREFORE, THE PARTIES HAVE EXECUTED THIS AGREEMENT ON THE DATES SHOWN BELOW. EXECUTIVE Dated: July 1, 2018 By: /s/ Daniel E. Bachus Name: Daniel E. Bachus Address: GRAND CANYON EDUCATION, INC. Dated: July 1, 2018 By: /s/ Brian E. Mueller Name: Brian E. Mueller Title: Chairman and CEO Address: 2600 West Camelback Road Phoenix, Arizona 85017 11 EX-10.3 5 d617676dex103.htm EX-10.3 EX-10.3 Exhibit 10.3 SECOND AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (Chief Financial Officer) This Second Amended and Restated Executive Employment Agreement (the "Agreement") is entered into on July 1, 2018 and is effective as of July 1, 2018 (the "Effective Date"), by and between Grand Canyon Education, Inc., a Delaware corporation (the "Company"), and Daniel E. Bachus ("Executive"). WHEREAS, the Company and Executive are parties to an amended and restated employment agreement dated July 30, 2012 and effective July 1, 2012 (as amended, the "Original Agreement"), and Executive has been employed with the Company since that time; and WHEREAS, the Company and Executive desire to amend and restate the Original Agreement through the execution and delivery of this Agreement; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Employment. The Company desires to continue to employ Executive, and Executive desires to continue such employment, upon the terms and conditions set forth herein. View More

Entire Agreement. The Plan and this Agreement (including all exhibits and appendices hereto) constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and the Participant with respect to the subject matter hereof.

Entire Agreement. This Agreement contains the entire understanding between the parties hereto and supersedes any prior understandings or written or oral agreements between them respecting the subject matter hereof.

Entire Agreement. This Agreement and the Plan represent the final, complete and total agreement of the parties hereto respecting the Shares and the matters discussed herein and this Agreement supersedes any and all previous agreements and understandings, whether written, oral or otherwise, relating to the Shares and such matters.

Entire Agreement. This Agreement supersedes all prior agreements, whether oral or written, by any officer, employee or representative of any party hereto in respect of the subject matter contained herein; and any prior agreement of the parties hereto in respect of the subject matter contained herein is hereby terminated and cancelled (other than the Non-disclosure and Assignment of Inventions Agreement dated May 24, 2013 by and between Employee and the Company).

Entire Agreement. This Agreement embodies the entire agreement of all the parties hereto who have executed it and supersedes any and all other agreements, understandings, negotiations, or discussions, either oral or in writing, express or implied, between the parties to this Agreement. The Parties to this Agreement acknowledge that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by them, or anyone acting on their behalf, which are not embodied in this Agreeme...nt; that they have not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance, not expressly set forth in this Agreement; and that no representation, inducement, promise, agreement or warranty not contained in this Agreement including, but not limited to, any purported settlements, modifications, waivers or terminations of this Agreement, shall be valid or binding, unless executed in writing by all of the parties to this Agreement. This Agreement may be amended, and any provision herein waived, but only in writing, signed by the party against whom such an amendment or waiver is sought to be enforced. View More

Entire Agreement. This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and contains all the covenants, promises, representations, warranties and agreements between the parties with respect to the Restricted Units granted herein. Without limiting the scope of the preceding sentence, all prior understandings and agreements, if any, among the parties relating to the subject matter hereof are hereby null and void and of no further force and effect except that all po...rtions of the Letter Agreement other than the Additional Payments section are not extinguished and continue with full further force and effect. View More