CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS
The following is a summary of each transaction or series of similar transactions since January 1, 2018 to which we were or are a party in
which:
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the amount involved exceeded or exceeds $120,000; and
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any of our directors or executive officers, any holder of 5% of our capital stock or any member of their
immediate family had or will have a direct or indirect material interest.
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LandlordDaniel Island Executive Center, LLC and DIEC
II, LLC
We lease real property from Daniel Island Executive Center, LLC, or DIEC, LLC, for use as our corporate headquarters in
Charleston, South Carolina under two lease agreements. Pursuant to an amendment to each lease executed on December 12, 2016, both lease agreements expire on December 31, 2031. The initial term of the leases will reset to be
co-terminus
with certain new leases our Company may enter into with Daniel Island Executive Center II, LLC, or DIEC II, LLC. Under the two leases, an aggregate of $80.0 million of lease payments are due over
the remainder of the terms as of December 31, 2018. We made payments related to these agreements in the amount of $5.4 million for the year ended December 31, 2018.
Pursuant to a lease agreement with DIEC II, LLC and subsequent amendment executed on December 12, 2016, we have extended our campus in
Charleston, South Carolina with a Customer Success Center and, at our option and under a new lease, can have a
two-story
welcome center built. The lease agreement for the Customer Success Center expires
December 31, 2031. The initial term of the lease will reset to be
co-terminus
with certain new leases our Company may enter into with DIEC II, LLC. Under the lease, an aggregate of $77.0 million of
lease payments are due over the remainder of the term as of December 31, 2018. We made payments related to this agreement in the amount of $5.2 million for the year ended December 31, 2018.
On December 12, 2016, our Company also executed a lease agreement with DIEC II, LLC, which requires DIEC, LLC to construct a building of
approximately 145,800 square feet on Daniel Island Executive Center II for our Company to expand its campus to accommodate anticipated future growth. The target commencement date of the Lease is July 1, 2019 and the Lease would run for 15
years. Once the lease has commenced, an aggregate of $75.8 million of lease payments will be due over the course of the
15-year
initial term. This lease was terminated on March 31, 2019.
DIEC, LLC and DIEC II, LLC are South Carolina limited liability companies. The Holland Family Trust, with which Mason Holland (our Executive
Chairman of the board and a significant stockholder) is affiliated, owns a supermajority interest in Daniel Island Executive Center. The Shawn Arthur Jenkins Living Trust, with which Shawn Jenkins (our former CEO and a significant stockholder) is
affiliated, owns the remaining minority interest in Daniel Island Executive Center. The Holland Family Trust and Shawn Arthur Jenkins Living Trust own DIEC II equally.
Indemnification Agreements
Our
certificate of incorporation and our bylaws provide that we shall indemnify our directors and officers to the fullest extent permitted by law. In addition, as permitted by the laws of the State of Delaware, we have entered into indemnification
agreements with each of our directors. Under the terms of our indemnification agreements, we are required to indemnify each of our directors, to the fullest extent permitted by the laws of the State of Delaware, if the indemnitee acted in good faith
and in a manner the indemnitee reasonably believed to be in or not opposed to the best interests of our Company, and with respect to any criminal proceeding, had no reasonable cause to believe the indemnitees conduct was unlawful. We must
indemnify our officers and directors against any and all (A) costs and expenses (including attorneys and experts fees, expenses and charges) actually and reasonably paid or incurred in connection with investigating, defending, being
a witness in or participating in, or preparing to investigate, defend, be a witness in or participate in, and (B) judgments, fines, penalties and amounts paid in settlement in connection with, in the case of either (A) or (b), any
threatened,
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