10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-34803

Qlik Technologies Inc.

(Exact name of registrant as specified in its charter)

Delaware	20-1643718
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
150 N. Radnor Chester Road, Suite E220
Radnor, Pennsylvania	19087
(Address of principal executive offices)	(Zip Code)

(888) 828-9768
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filed, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer.” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer o	Non-accelerated filer þ	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

As of August 1, 2011, there were 83,010,500 shares of the registrant’s common stock issued and outstanding.

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of June 30, 2011 (unaudited) and December 31, 2010	1
Unaudited Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2011 and 2010	2
Unaudited Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2011 and 2010	3
Notes to Unaudited Consolidated Financial Statements	4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3. Quantitative and Qualitative Disclosures About Market Risk	24
Item 4. Controls and Procedures	24
PART II — OTHER INFORMATION
Item 1. Legal Proceedings	25
Item 1A. Risk Factors	25
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3. Defaults Upon Senior Securities	26
Item 4. Removed and Reserved	26
Item 5. Other Information	26
Item 6. Exhibits	27
SIGNATURES	28
Exhibit 10.21.D
Exhibit 10.21.E
Exhibit 10.43
Exhibit 10.44
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT

ii

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

QLIK TECHNOLOGIES INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

	June 30,			December 31,
	2011			2010
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	174,503		$	158,712
Accounts receivable, net of allowance for doubtful accounts of $810 and $807, respectively		70,946			85,364
Prepaid expenses and other current assets		14,180			7,107
Deferred income taxes		527			527
Total current assets		260,156			251,710
Property and equipment, net		10,131			4,399
Intangible assets, net		306			388
Goodwill		2,861			2,746
Deferred income taxes		4,248			4,248
Deposits and other noncurrent assets		1,679			1,573
Total assets	$	279,381		$	265,064
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	7,469		$	5,627
Deferred revenue		54,941			50,024
Accrued payroll and other related costs		27,976			25,262
Accrued expenses		16,921			21,391
Deferred income taxes		337			337
Total current liabilities		107,644			102,641
Long-term liabilities:
Deferred income taxes		48			48
Other long-term liabilities		7,605			3,185
Total liabilities		115,297			105,874
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value, 10,000,000 authorized, none issued and outstanding at June 30, 2011 and December 31, 2010		—			—
Common stock, $0.0001 par value, 300,000,000 shares authorized; 82,847,266 shares issued and outstanding at June 30, 2011 and 78,752,390 shares issued and outstanding at December 31, 2010		8			8
Additional paid-in-capital		167,557			157,928
(Accumulated deficit) retained earnings		(6,610	)		133
Accumulated other comprehensive income		3,129			1,121
Total stockholders’ equity		164,084			159,190
Total liabilities and stockholders’ equity	$	279,381		$	265,064

The accompanying notes are an integral part of these unaudited consolidated financial statements.

1

QLIK TECHNOLOGIES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Revenue:
License revenue	$	45,329		$	32,544		$	83,214		$	58,766
Maintenance revenue		21,780			13,519			41,157			26,588
Professional services revenue		6,933			5,067			12,690			9,541
Total revenue		74,042			51,130			137,061			94,895
Cost of revenue:
License revenue		777			1,178			1,692			1,857
Maintenance revenue		1,697			1,013			3,238			1,708
Professional services revenue		6,126			3,554			11,325			6,466
Total cost of revenue		8,600			5,745			16,255			10,031
Gross profit		65,442			45,385			120,806			84,864
Operating expenses:
Sales and marketing		45,393			27,751			83,065			53,164
Research and development		6,531			2,980			11,843			5,644
General and administrative		17,119			8,813			34,508			18,206
Total operating expenses		69,043			39,544			129,416			77,014
Income (loss) from operations		(3,601	)		5,841			(8,610	)		7,850
Other income (expense), net:
Interest income (expense), net		27			(185	)		60			(443	)
Change in fair value of warrants		—			(1,408	)		—			(1,962	)
Foreign exchange gain (loss) and other income (expense), net		361			664			(1,113	)		(698	)
Total other income (expense), net		388			(929	)		(1,053	)		(3,103	)
Income (loss) before (provision) benefit for income taxes		(3,213	)		4,912			(9,663	)		4,747
(Provision) benefit for income taxes		1,043			(1,374	)		2,920			(1,328	)
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Net income (loss) per common share:
Basic	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
Diluted	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
Weighted average number of common shares:
Basic		81,724,971			17,222,001			80,486,401			17,035,083
Diluted		81,724,971			24,711,969			80,486,401			24,150,670

The accompanying notes are an integral part of these unaudited consolidated financial statements.

2

QLIK TECHNOLOGIES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

	Six Months Ended June 30,
	2011			2010
Cash flows from operating activities
Net income (loss)	$	(6,743	)	$	3,419
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		1,196			739
Stock-based compensation expense		3,500			1,049
Excess tax benefit from stock-based compensation		—			(656	)
Other non-cash items		448			300
Change in fair value of warrants		—			1,962
Unrealized foreign currency (gain) loss, net		(946	)		1,169
Changes in assets and liabilities:
Accounts receivable		18,515			10,148
Prepaid expenses and other assets		(6,263	)		(1,345	)
Deferred revenue		2,284			2,932
Accounts payable and other liabilities		166			(2,330	)
Net cash provided by operating activities		12,157			17,387
Cash flows from investing activities
Purchase of property and equipment		(5,139	)		(1,074	)
Acquisition, net of cash acquired		(179	)		193
Net cash used in investing activities		(5,318	)		(881	)
Cash flows from financing activities
Proceeds from exercise and issuance of common stock options		6,127			951
Payments on line of credit and long-term debt, net		—			(2,310	)
Excess tax benefit on stock-based compensation		—			656
Payments of offering costs		—			(1,769	)
Net cash provided by (used in) financing activities		6,127			(2,472	)
Effect of exchange rates on cash		2,825			(3,046	)
Net increase in cash and cash equivalents		15,791			10,988
Cash and cash equivalents, beginning of period		158,712			24,852
Cash and cash equivalents, end of period	$	174,503		$	35,840
Supplemental cash flow information:
Cash paid during the period for interest	$	58		$	329
Cash paid during the period for income taxes	$	11,865		$	786
Non-cash investing activities:
Leasehold improvement allowance received under operating lease	$	1,764		$	—
Common stock issued for acquisition of business	$	—		$	622

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3

QLIK TECHNOLOGIES INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)

(1) Description of Business

Qlik Technologies Inc. (“We, QlikTech or the Company”) has pioneered a powerful, user-driven business intelligence solution that enables our customers to make better and faster business decisions. Our Business Discovery platform, QlikView, combines enterprise-class analytics and search functionality with the simplicity and ease-of-use found in office productivity software tools for a broad set of business users. Through its wholly owned subsidiaries, the Company sells software solutions that are powered by our in-memory associative search technology, which has utilized rapid advances in computing power to yield significant improvement in flexibility and performance at a lower cost than traditional business intelligence solutions.

(2) Significant Accounting Policies

Significant Accounting Policies

The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2010 included in the Company’s Annual Report on Form 10-K (file number 001-34803), filed with the SEC on March 16, 2011. Since the date of those financial statements, there have been no material changes to the Company’s significant accounting policies.

Basis of Presentation and Consolidation

The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated. Prior year amounts have been reclassified where appropriate to conform to the current year classification for comparative purposes.

Interim Financial Statements

The accompanying interim unaudited consolidated financial statements and related disclosures are unaudited and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) on the same basis as the audited consolidated financial statements for the year ended December 31, 2010 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 16, 2011 and, in the opinion of management, include all adjustments of a normal recurring nature considered necessary to present fairly the Company’s financial position, results of operations, and cash flows for the six months ended June 30, 2011 and 2010. The results of operations for the three and six months ended June 30, 2011 and 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2011 or any other future periods. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted under the Securities and Exchange Commission’s (“SEC”) rules and regulations. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2010. The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to the Quarterly Report on Form 10-Q and, therefore, do not include all information and footnotes required by U.S. GAAP for complete financial statements.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

On an ongoing basis, the Company evaluates its estimates, including those related to the accounts receivable allowance, useful lives of long-lived assets, the recoverability of goodwill and other intangible assets, assumptions used for the purpose of determining stock-based compensation expense and income taxes, among others. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities as well as reported revenue and expenses during the periods presented.

Foreign Currency Translation

The financial statements of the Company’s foreign operations are measured using the local currency as the functional currency. The local currency assets and liabilities are translated at the rate of exchange to the U.S. dollar on the balance sheet date and the local currency revenues and expenses are translated at average rates of exchange to the U.S. dollar during the reporting periods. Foreign currency transaction gains (losses) have been reflected as a component of the Company’s statements of operations and foreign currency translation gains (losses) have been included as a component of accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included as a component of other income (expense), net.

4

Business Combinations

The Company recognizes all of the assets acquired, liabilities assumed and contingent consideration at their fair value on the acquisition date. The purchase price allocation process requires management to make significant estimates and assumptions, especially at the acquisition date, with respect to intangible assets acquired, estimated contingent consideration payments and pre-acquisition contingencies assumed. Unanticipated events and circumstances may occur which may affect the accuracy or validity of such assumptions, estimates or actual results. Additionally, any change in the fair value of the acquisition-related contingent consideration subsequent to the acquisition date, including changes from events after the acquisition date, will be recognized in earnings in the period of the estimated fair value change. All other changes in a valuation allowance or uncertain tax positions are recognized as a reduction of or an increase to income tax expense.

Acquisition-related transaction costs, including legal and accounting fees and other external costs directly related to the acquisition, are recognized separately from the acquisition and expensed as incurred in general and administrative expenses in the unaudited consolidated statements of operations.

Accumulated Comprehensive Income (Loss)

The Company classifies items of accumulated other comprehensive income (loss) separately within stockholders’ equity. For the three and six months ended June 30, 2011 and 2010, accumulated comprehensive income (loss) was:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Foreign currency translation gain (loss)		203			(1,054	)		2,008			(640	)
Accumulated comprehensive income (loss)	$	(1,967	)	$	2,484		$	(4,735	)	$	2,779

Fair Value of Financial Instruments

The carrying amount of cash and cash equivalents, accounts receivable, other current assets, and accounts payable approximate fair value, due to their short-term nature.

Stock-Based Compensation

The Company recognizes the cost of stock-based compensation based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to determine the fair value of common stock option awards. The fair value of a restricted stock unit is determined by using the fair value of the Company’s common stock on the date of grant. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note 8 to these unaudited consolidated financial statements. The estimated fair value of stock-based compensation awards on the date of grant is amortized on a straight-line basis over the requisite service period. Stock-based compensation expense is recorded within cost of revenue, sales and marketing, research and development, and general and administrative expenses.

The following table sets forth the total stock-based compensation expense included in the unaudited consolidated statements of operations for the three and six months ended June 30, 2011 and 2010:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Cost of revenue	$	156	$	26	$	252	$	52
Sales and marketing		1,079		308		1,928		568
Research and development		91		21		133		42
General and administrative		674		194		1,187		387
	$	2,000	$	549	$	3,500	$	1,049

5

Net Income (Loss) Attributable to Common Share

The following table sets forth the computation of basic and diluted net income (loss) per common share for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Basic net income (loss) per common share calculation:
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Less: Undistributed earnings allocated to participating securities		—			(3,129	)		—			(3,056	)
Net income (loss) attributable to common shares		(2,170	)		409			(6,743	)		363
Weighted average common shares outstanding		81,724,971			17,222,001			80,486,401			17,035,083
Net income (loss) per share — Basic	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
Diluted net (loss) income per common share calculation:
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Less: Undistributed earnings allocated to participating securities		—			(3,129	)		—			(3,056	)
Net income (loss) attributable to common shares		(2,170	)		409			(6,743	)		363
Weighted average shares used to compute basic net income (loss) per share		81,724,971			17,222,001			80,486,401			17,035,083
Effect of potentially dilutive securities:
Employee stock options		—			7,489,968			—			7,115,587
Weighted average shares used to compute diluted net income (loss) per share		81,724,971			24,711,969			80,486,401			24,150,670
Diluted net income (loss) per share	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02

Diluted net income (loss) per common share for the periods presented does not reflect the following potential common shares as the effect would be anti-dilutive:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Common stock options		9,269,794		725,000		9,269,794		725,000
Restricted stock units		57,312		—		57,312		—
Common stock warrants		—		474,282		—		474,282
		9,327,106		1,199,282		9,327,106		1,199,282

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption.

In January 2010, the FASB updated the accounting guidance related to fair value measurements disclosures. The updated guidance (i) requires separate disclosure of significant transfers in and out of Level 1 and Level 2 fair value measurements, (ii) requires disclosure of Level 3 fair value measurements activity on a gross basis, (iii) clarifies existing disaggregation requirements, and (iv) clarifies existing input and valuation technique disclosure requirements. The updated guidance was effective for the Company for interim or annual periods beginning after January 1, 2010, except for Level 3 fair value measurement disclosure requirements, which are effective for fiscal years beginning after January 1, 2011. The Company adopted the aspects of the guidance on January 1, 2010 and adopted the remaining guidance on January 1, 2011. The adoption of the guidance had no material impact on the consolidated financial statements.

In June 2010, the FASB issued an Accounting Standards Update to the Comprehensive Income Topic in the ASC aimed at increasing the prominence of items reported in other comprehensive income in the financial statements. This update requires companies to present comprehensive income in a single statement below net income or in a separate statement of comprehensive income immediately following the income statement. Companies will no longer be allowed to present comprehensive income on the statement of changes in shareholders’ equity. In both options, companies must present the components of net income, total net income, the components of other comprehensive income, total other comprehensive income and total comprehensive income. This update does not change which items are reported in other comprehensive income or the requirement to report reclassifications of items from other comprehensive income to net income. This requirement will become effective for the Company beginning with the Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 and will require retrospective application for all periods presented.

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(3) Acquisitions

On January 22, 2010, the Company completed its acquisition of Syllogic Corporation for total consideration of $1.1 million. The purchase price consisted of 120,000 shares of common stock valued at $0.6 million and contingent cash consideration of $0.5 million, which is estimated to be paid out over a four year period. The total maximum contingent cash consideration that could be paid pursuant to the agreement is $0.8 million. The Company paid $0.2 million through June 30, 2011, based on achievement of certain financial targets.

(4) Goodwill and Other Intangible Assets

The cost of finite-lived intangible assets is amortized on a straight-line basis over their estimated useful lives. The estimated useful lives of these assets range from one to five years. Amortization of intangible assets was de minimus for the three months ended June 30, 2011 and 2010, respectively. Amortization of intangible assets was $0.1 million and $0.1 million for the six months ended June 30, 2011 and 2010, respectively. The estimated aggregate amortization expense for each of the succeeding years is as follows: $0.1 million for the remainder of 2011 and $0.2 million in 2012. The Company evaluates the useful lives of these assets on a periodic basis and tests for impairments whenever events or changes in circumstances occur that could impact the recoverability of these assets.

The change in goodwill in the unaudited consolidated balance sheet during the six months ended June 30, 2011 was due to foreign currency translation.

(5) Fair Value Measurements

The Company evaluates assets and liabilities subject to fair value measurements on a recurring and nonrecurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The Company estimated the fair value of the Syllogic Corporation contingency using a probability-weighted discount cash flow model. The contingency is more fully described in Note 3 to these unaudited consolidated financial statements. This fair value was classified as Level 3 because it was based on significant observable inputs that are supported by little or no market activity and reflect our own assumptions. There were no material changes in fair value from December 31, 2010 to June 30, 2011.

Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired. During the three and six months ended June 30, 2011 and the year ended December 31, 2010, there were no fair value adjustments for assets and liabilities measured on a non-recurring basis.

(6) (Provision) Benefit for Income Taxes

The effective tax rate for the three months ended June 30, 2011 was a benefit of 32.5% compared to a provision of 28.0% in the prior-year period. The effective tax rate for the six months ended June 30, 2011 was a benefit of 30.2% compared to a provision of 28.0% in the prior-year period. The Company’s (provision) benefit for income taxes was based on our estimated annual effective tax rate adjusted for the recognition of discrete items. The Company’s estimated annual effective tax rate principally includes the U.S. federal statutory rate, state income taxes and the impact of foreign income taxed at different rates. The Company operates in an international environment with significant operations in various locations outside the U.S. Accordingly, the consolidated income tax rate is a composite rate reflecting the Company’s income (loss) and the applicable tax rate in the various locations where the Company operates.

(7) Business and Geographic Segment Information

The Company currently operates in one operating business segment, namely, the development, commercialization and implementation of software products and related services. The Company is managed and operated as one business. A single management team that reports to the chief operating decision maker comprehensively manages the entire business. The Company does not operate any material separate lines of business or separate business entities with respect to its products or product development. Accordingly, the Company views its business and manages its operations as one reportable segment.

7

The following geographic data includes revenues generated by subsidiaries located within that geographic area. The Company’s revenues were generated in the following geographic regions for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
The Americas	$	22,736	$	15,771	$	43,372	$	28,522
Europe		44,738		31,898		82,005		59,161
Rest of world		6,568		3,461		11,684		7,212
	$	74,042	$	51,130	$	137,061	$	94,895

(8) Stock-Based Compensation

Common Stock Options

The following provides a summary of the common stock option activity for the Company for the six months ended June 30, 2011:

						Weighted-
						Average
				Weighted-		Remaining
	Number of			Average		Contractual		Aggregrate
	Shares			Exercise Price		Term (Years)		Intrinsic Value
Outstanding as of January 1, 2011		12,053,445		$	2.95		6.71
Granted		1,462,500		$	25.64
Exercised		(4,094,876	)	$	1.52
Forfeited		(151,275	)	$	9.19
Outstanding as of June 30, 2011		9,269,794		$	7.05		7.17	$	250,378
Exercisable at June 30, 2011		4,489,994		$	1.80		5.81	$	144,852
Vested and expected to vest at June 30, 2011		8,712,947		$	7.09		7.17	$	234,988

The Company’s 2010 Equity Incentive Plan (“2010 Plan”) took effect on the effective date of the registration statement, July 16, 2010, for the Company’s initial public offering (“IPO”). The Company initially reserved 3,300,000 shares of its common stock for issuance under the 2010 Plan. The number of shares reserved for issuance under the 2010 Plan will be increased automatically on January 1st of each year, starting with 2011, by a number equal to the smallest of (i) 3,300,000 shares; (ii) 3.75% of the shares of common stock outstanding at that time; or (iii) a number of shares determined by the Company’s board of directors. In February 2011, the Board of Directors of the Company authorized an automatic increase to the 2010 Plan equal to 2,952,968 shares. As of June 30, 2011, there were 4,175,256 shares available for issuance under the 2010 Plan.

For the six months ended June 30, 2011 and 2010, the Company issued common stock options exercisable for 1,462,500 and 1,250,500 shares, respectively, to employees and non-employee directors. The grant date weighted-average fair value per common stock option for the six months ended June 30, 2011 and 2010 was $12.34 and $6.18, respectively.

Proceeds from the exercise of common stock options were $6.1 million and $0.9 million for the six months ended June 30, 2011 and 2010, respectively. The total intrinsic value of common stock options exercised during the six months ended June 30, 2011 and 2010 was $106.7 million and $3.7 million, respectively. For the six months ended June 30, 2011, the Company has not recognized any excess tax benefits on stock options exercised. The excess tax benefit will be recorded to additional paid-in-capital when realized. The Company recognized an excess tax benefit on such exercises for the six months ended June 30, 2010 of $0.7 million.

8

The assumptions used in the Black-Scholes option pricing model are:

	Three Months Ended June 30,			Six Months Ended June 30,
	2011		2010	2011		2010
Expected dividend yield	0.0%		0.0%	0.0%		0.0%
Risk-free interest rate		1.9% - 2.2%	2.4%		1.9% - 2.7%		1.9% - 2.7%
Expected volatility	45.9% - 46.4%		49.2%	45.9% - 47.0%		48.7% - 50.2%
Expected life (Swedish grants, in years)	4		4	4		4
Expected life (all other grants, in years)	6.25		6.25	6.25		6.25

For the three months ended June 30, 2011 and 2010, the Company recorded stock-based compensation expenses of $1.8 million and $0.5 million, respectively, related to common stock option grants. For the six months ended June 30, 2011 and 2010, the Company recorded stock-based compensation expenses of $3.2 million and $1.0 million, respectively, related to common stock option grants.

As of June 30, 2011, there was $22.5 million of total unrecognized compensation cost, net of estimated forfeitures, related to non-vested employee and non-employee director common stock options.

Restricted Stock Units

The following provides a summary of the restricted stock unit activity for the Company as of the six months ended June 30, 2011:

			Weighted-
			Average
	Number of		Grant Date		Aggregrate
	Shares		Fair Value		Intrinsic Value
Outstanding as of January 1, 2011		40,820	$	11.02
Granted		16,492		31.83
Vested		—		—
Forfeited		—		—
Unvested as of June 30, 2011		57,312	$	17.01	$	977
Vested and expected to vest at June 30, 2011		57,312	$	17.01	$	977

The Company grants restricted stock unit awards to its non-employee directors under the provisions of the 2010 Plan. The cost of a restricted stock unit is determined using the fair value of the Company’s common stock on the date of grant. A restricted stock unit award entitles the holder to receive shares of the Company’s common stock as the award vests. Vesting may be based on length of service, the attainment of performance-based milestones, or a combination of both. Stock-based compensation expense is amortized on a straight-line basis over the vesting period.

In May 2011, the Company granted restricted stock unit awards for an aggregate of 16,492 shares of common stock to its non-employee directors having an aggregate value of $0.5 million based on the closing price of the Company’s stock price of $31.83 at the date of grant.

For the three months ended June 30, 2011, the Company recorded stock-based compensation expenses of $0.2 million related to restricted stock unit awards. For the six months ended June 30, 2011, the Company recorded stock-based compensation expenses of $0.3 million related to restricted stock unit awards. For the three and six months ended June 30, 2010, there was no stock-based compensation expense related to restricted stock unit awards.

As of June 30, 2011, there was $0.5 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units. This amount will be amortized on a straight-line basis over the requisite service period related to the restricted unit grants.

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(9) Commitments and Contingencies

In May 2011, the Company began to occupy a new leased facility in Lund, Sweden, and simultaneously ceased use of its previous leased facility in Lund. In July 2011, the Company reached an agreement with the landlord of the previous leased facility to allow the Company to terminate the lease agreement in exchange for a lease termination fee of 9.5 million Swedish kronor (approximately $1.5 million based on an assumed exchanged rate of 0.16 as of June 30, 2011). This lease termination fee is payable no later than September 30, 2011, and is included in accrued expenses on the Company’s unaudited consolidated balance sheet as of June 30, 2011. In addition to the lease termination fee, the Company incurred $0.4 million in rent charges following its abandonment of the previous leased facility as well as an impairment charge of $0.3 million related to the write-off of leasehold improvements from the previous leased facility. These items resulted in aggregate lease termination costs of $2.2 million and are recorded in general and administrative expenses in the accompanying unaudited consolidated statements of operations for the three and six months ended June 30, 2011.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the unaudited consolidated financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and notes thereto and management’s discussion and analysis of financial condition and results of operations for the year ended December 31, 2010 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 16, 2011. This Quarterly Report on Form 10-Q contains forward-looking statements, including, but not limited to, statements regarding the value and effectiveness of our products, the introduction of product enhancements or additional products and our growth, expansion and market leadership, that involve risks, uncertainties, assumptions, and other factors which, if they do not materialize or prove correct, could cause our results to differ materially from those expressed or implied by such forward-looking statements. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements, including statements containing the words “predicts,” “plan,” “expects,” “anticipates,” “believes,” “goal,” “target,” “estimate,” “potential,” “may,” “will,” “might,” “momentum,” “could,” and similar words. We intend all such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected in such statements due to various factors, including but not limited to:

• risk and uncertainties inherent in our business;

• our ability to attract new customers and retain existing customers;

• our ability to effectively sell, service and support our products;

• our ability to manage our international operations;

• our ability to compete effectively;

• our ability to develop and introduce new products and add-ons or enhancements to existing products;

• our ability to continue to promote and maintain our brand in a cost-effective manner;

• our ability to manage growth;

• our ability to attract and retain key personnel;

• the scope and validity of intellectual property rights applicable to our products;

• adverse economic conditions in general and adverse economic conditions specifically affecting the markets in which we operate; and

• other risks discussed in the section titled “Risk Factors,” set forth in Part I, Item 1A of our Annual Report on Form 10-K, the section titled “Risk Factors, set forth in Part II, Item 1A of this Quarterly Report on Form 10-Q and elsewhere in this Report.

Past performance is not necessarily indicative of future results. There can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, us. Therefore, no assurance can be given that the outcomes stated in such forward-looking statements and estimates will be achieved.

The forward-looking statements in this Quarterly Report on Form 10-Q represent our views as of the date of this Quarterly Report on Form 10-Q. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we undertake no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this Quarterly Report on Form 10-Q.

Introduction

Management’s Discussion and Analysis of Financial Condition and Results of Operations is provided to help provide an understanding of our financial condition and results of operations. This item of our Quarterly Report on Form 10-Q is organized as follows:

• Overview and Key Financial Metrics and Trends. This section provides a general description of our business, the key financial metrics that we use in assessing our performance, and anticipated trends that we expect to affect our financial condition and results of operations.

• Critical Accounting Policies and Estimates. This section discusses accounting policies that are considered important to our financial condition and results of operations. The accounting policies require significant judgment or require estimates on our part in applying them. Our significant accounting policies, including those considered to be critical accounting policies, are summarized in Note 2 to the unaudited consolidated financial statements.

• Consolidated Results of Operations. This section provides an analysis of our results of operations for the three and six months ended June 30, 2011 and 2010.

• Seasonality. This section discusses the seasonality in the sale of our products and services.

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• Liquidity and Capital Resources. This section provides an analysis of our cash flows for the six months ended June 30, 2011 and 2010, a discussion of our capital requirements, and the resources available to us to meet those requirements.

• Contractual Obligations and Off-Balance Sheet Arrangements. This section discusses contractual obligations and commitments and off-balance sheet arrangements expected to have an impact on our liquidity and cash flow in future periods.

• Inflation. This section discusses inflation that could impact our financial condition and results of operations.

• Recent Accounting Pronouncements. This section provides for recent accounting pronouncements that could impact our financial condition and results of operations.

Overview

We have pioneered a powerful, user-driven business intelligence solution that enables our customers to make better and faster business decisions. Our Business Discovery platform, QlikView, combines enterprise-class analytics and search functionality with the simplicity and ease-of-use found in office productivity software tools for a broad set of business users. QlikView is powered by our in-memory associative search technology, which has utilized rapid advances in computing power to yield significant improvement in flexibility and performance at a lower cost than traditional business intelligence solutions. We have grown our customer base from over 4,000 active customers in 2006 to approximately 21,000 active customers as of June 30, 2011 and increased our revenue at a 50% compound annual growth rate during the same period. We added an average of approximately 400 new customers per month during fiscal year 2010. Our solution addresses the needs of a diverse range of customers from middle market customers to large enterprises such as Autodesk, Campbell Soup Company, Colonial Life, The Dannon Company, Inc., Heidelberger Druckmaschinen AG, ING, Kraft foods, Lifetime Brands, Nasdaq OMX, National Health Service (NHS), Qualcomm, Symantec and Volvo Car UK Limited. We currently have customers in over 100 countries, and approximately 74% and 73% of our revenue for the three and six months ended June 30, 2011, respectively and approximately 75% of our revenue for the three and six months ended June 30, 2010, were derived internationally.

We have a differentiated business model designed to accelerate the adoption of our product by reducing the time and cost to purchase and implement our software. Our low risk approach to product sales, which offers free product downloads to individuals and a 30-day money back guarantee upon purchase, provides a needed alternative to costly, all-or-nothing, traditional business intelligence models. We initially focus on specific business users or departments within a prospective customer’s organization and seek to solve a targeted business need. After demonstrating QlikView’s benefits to initial adopters within an organization, we work to expand sales of our product to other business units, geographies and use cases with the long-term goal of broad organizational deployment.

We license QlikView under perpetual licenses which include one year of maintenance as part of the initial purchase price of the product. Our customers can renew, and generally have renewed, their maintenance agreements for a fee that is based upon a percentage of the initial license fee paid. For the fiscal year ended December 31, 2010, our total revenue was comprised of 64% license revenue, 26% maintenance revenue, and 10% professional services revenue. For the six months ended June 30, 2011, our total revenue was comprised of 61% license revenue, 30% maintenance revenue and 9% professional services revenue. We have a diversified distribution model that consists of a direct sales force and a partner network of resellers, OEM relationships and systems integrators which accounted for more than 50% of our total product license and first years’ maintenance billings during the three and six months ended June 30, 2011 and 2010. Additionally, our online QlikCommunity provides us with a loyal and growing network of users who promote our software, provide support for other users and contribute valuable insights and feedback for our product development efforts.

To complement QlikView, we have developed a differentiated business model that has the following attributes:

• Broad User Focus — marketing and selling QlikView directly to the business user by providing an easy-to-use platform that can be used with minimal training.

• Low Risk Rapid Product Adoption — providing a low risk alternative to costly, all-or-nothing, enterprise-wide deployment requirements.

• “Land and Expand” Customer Penetration — initially targeting business users in an organization to create a loyal user base that promotes broad adoption of our software platform across an organization.

• Globally Diversified Distribution Model — employing a multi-pronged international sales approach that leverages a direct sales force and partner network.

• Community-Based Marketing and Support — augmenting our development, marketing and support efforts through our online QlikCommunity.

In evaluating our operating results we focus on the productivity of our sales force, the effectiveness of our local and corporate level marketing, our ability to close opportunities generated by our marketing leads and the competitiveness of our technology. In each of these areas, we have taken steps designed to improve our operating results, including undertaking additional sales training for our sales representatives, hiring more experienced regional sales management, investing further in our corporate website to improve its use as an effective lead generative tool, developing a partner enablement program to focus on the results of our sales partners around the world and expanding our research and development staff with a focus on testing and quality assurance.

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From a risk perspective, we have had to deal with the impact of the recessionary global environment during the past several years, and the unsettled global economic environment could affect our operating results in future periods. We have faced pricing pressure from some of our larger competitors to which we have attempted to respond by focusing on the value delivered by QlikView in comparison to more traditional business intelligence products, and we believe that this has helped to minimize the loss of potential new business and existing customers from this pressure. Also, the rapid growth in our business has required the continued hiring of experienced staff across all of our geographic territories. To aid this effort we have focused on improving our local recruiting initiatives, as well as developing further internal training programs to prepare executives for greater responsibilities.

We were founded in Sweden in 1993. From 1993 until 1999, our activities were focused on software research and development that resulted in QlikView’s core technology, and from 1999 until 2004 we focused on the commercialization of our technology primarily in the Nordic market and limited regions of Europe. In late 2004, we reincorporated in Delaware and began to broaden our marketing and sales activities in the U.S. and continued our expansion globally.

Key Financial Metrics and Trends

Revenues

Our revenue is comprised of license, maintenance and professional services. We license our software under perpetual licenses which include one year of maintenance as part of the initial purchase price of the product. License revenue reflects the revenue recognized from sales of licenses to new customers and additional licenses to existing customers. Historically, the majority of our license revenues have come from new customers. However, going forward we seek to increase the contribution from existing customers based upon our “land and expand” sales strategy. Customers can renew, and generally have renewed, their maintenance agreements for a fee that is based upon a percentage of the initial license fee paid. Current customers with maintenance agreements are entitled to receive unspecified upgrades and enhancements when and if they become available. We have experienced growth in maintenance revenue primarily due to increased license sales and growth in our customer base and high retention of those customers. In 2010 and for the six months ended June 30, 2011, our maintenance renewal rates exceeded 85%. Professional services revenue is comprised of training, installation and other consulting revenues. Given the ease of implementation of our product and our relationship with our partners, professional services revenue for the six months ended June 30, 2011 and 2010 was approximately 9% and 10%, respectively, of total revenue. We do not expect that proportion to change significantly during the near term. Prior to 2009, we generated the majority of sales through our direct sales channel rather than through our partner network. However, the contribution from our partner network continues to grow, and we anticipate that revenues from partners will continue to be more than 50% of total revenues. Given the size of the U.S. market and our current limited penetration there, we expect that the U.S. will represent our largest growth opportunity during the near term and will likely be an important contributor to future revenue growth. Due to the global diversity of our customer base, our results are impacted by movements in the currencies of the major territories in which we operate. The primary currencies impacting results are the U.S. dollar (our functional currency), the Swedish kronor, the euro and the British pound. Inflation and changing prices had no material effect on our sales, revenue or operating income (loss) from continuing operations during the three and six months ended June 30, 2011 and 2010.

Cost of Revenue

Cost of revenue primarily consists of personnel costs, fees paid to subcontractors providing technical support services, referral fees paid to third parties in connection with software license sales and other discrete professional services. Personnel costs include salaries, employee benefit and social costs, bonuses, stock-based compensation and direct overhead.

Operating Expenses

We classify our operating expenses into three categories: sales and marketing, research and development and general and administrative. Our operating expenses primarily consist of personnel costs, travel costs, sales commissions, marketing program costs, facilities, legal, accounting, consulting and other professional services costs and depreciation and amortization. Personnel costs include salaries, employee benefit and social costs, bonuses, stock-based compensation and direct overhead. Historically, we have focused on the continued growth of our license revenues, and as a result, sales and marketing has represented the largest amount of total expenses both in absolute dollar terms and as a percentage of total revenues. Going forward, we expect to drive greater efficiencies from this cost base and consequently expect that sales and marketing as a percentage of revenues will decline in the long term. Conversely, we project that research and development expenses will remain constant or grow as a percentage of total revenues as we continue to invest in future product enhancements and new products.

Sales and Marketing. Sales and marketing expenses primarily consist of personnel costs for our sales, marketing and business development employees and executives; commissions earned by our sales personnel; travel costs; facilities costs attributable to our sales and marketing personnel; the cost of marketing programs; the cost of employee training programs; and the cost of business development programs. We expect to continue to hire additional sales personnel in the U.S. and in our international locations during the second half of 2011.

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Research and Development. Research and development expenses primarily consist of personnel and facility costs for our research and development and product marketing employees. We have devoted our development efforts primarily to enhancing the functionality and expanding the capabilities of our software platform, including, for example, the development of our QlikView mobile client (released in 2009). We expect that our research and development expenses will continue to increase in absolute dollars and as a percentage of revenue in the long term as we increase our research and development and product marketing headcount to further strengthen and enhance our software platform. The vast majority of our research and development staff is based in Lund, Sweden.

General and Administrative. General and administrative expenses primarily consist of personnel costs for our executive, finance, legal, human resources and administrative personnel, as well as the cost of facilities attributable to general and administrative operations, the cost of our annual employee summit, the cost of employee training programs, depreciation and amortization, legal, accounting, and other professional services fees and other corporate expenses. We incurred additional costs during the three and six months ended June 30, 2011 and 2010 and expect to continue to incur higher costs associated with being a public company, including higher legal, directors’ and officers’ insurance and accounting expenses, as well as the additional costs of achieving and then maintaining compliance with Section 404 of the Sarbanes-Oxley Act and related regulations. We also expect that general and administrative expenses will continue to increase in absolute dollars because of our efforts to expand our international operations, but we believe over time general and administrative costs will decline as a percentage of revenues as we expect to derive greater efficiencies from our corporate infrastructure.

Stock-Based Compensation. Stock-based compensation expense is based on the fair value of those awards at the date of grant. We use the Black-Scholes-Merton (“Black-Scholes”) option pricing model to determine the fair value of common stock option awards. The fair value of a restricted stock unit is determined by using the fair value of the Company’s common stock on the date of grant. The estimated fair value of stock-based compensation awards on the date of grant is amortized on a straight-line basis over the requisite service period. Stock-based compensation expense is recorded within cost of revenue, sales and marketing, research and development, and general and administrative expenses.

Other Income (Expense), net

Other income (expense), net primarily consists of net interest, foreign exchange gains (losses) and other income or expense. Net interest represents interest income received on our cash and cash equivalents and interest expense associated with previously outstanding debt. Foreign exchange gains (losses) relate to the business activities in foreign countries and the re-measurement of intercompany transactions denominated in currencies other than our functional reporting currency, the U.S. dollar. As a result of our business activities in foreign countries, we expect that foreign exchange gains (losses) will continue to occur due to fluctuations in exchange rates in the countries where we do business.

Provision (Benefit) for Income Taxes

Provision (benefit) for income taxes primarily consists of corporate income taxes related to income (losses) at our U.S. and international subsidiaries. The provision (benefit) includes amounts for federal, state and foreign income taxes.

Impact of Foreign Currency Translation

Approximately 69% and 70% of our operating revenues for the six months ended June 30, 2011 and 2010 were earned in foreign denominated currencies, including the Swedish kronor, euro and British pound. We expect that our exposure to foreign currency exchange risk will increase to the extent we are able to continue to expand our business internationally. For purposes of our consolidated financial statements, local currency assets and liabilities are translated at the rate of exchange to the U.S. dollar on the balance sheet date and local currency revenues and expenses are translated at average rates of exchange to the U.S. dollar during the reporting period. Foreign currency transaction gains (losses) have been reflected as a component of our results from net income (loss) and foreign currency translation gains (losses) have been included as a component of accumulated other comprehensive income (loss).

Our operating results for the three and six months ended June 30, 2011 were negatively impacted by $0.3 million and $0.8 million, respectively, by the general weakening of the U.S. dollar relative to the euro, the British pound and the Swedish kronor.

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Critical Accounting Policies and Estimates

We prepare our consolidated financial statements in accordance with U.S. GAAP. The preparation of consolidated financial statements also requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, costs and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from the estimates made by our management. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows will be affected. We believe that these accounting policies are critical to understanding our historical and future performance, as these policies relate to the more significant areas involving management’s judgments and estimates. Our significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2010 included in our Annual Report on Form 10-K (file number 001-34803), filed with the SEC on March 16, 2011. Since the date of those financial statements, there have been no material changes to our critical accounting policies and use of estimates.

Consolidated Results of Operations

Comparison of the Three Months Ended June 30, 2011 and 2010

Revenue

The following table sets forth revenue by source:

	Three Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Revenue			Amount		Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Revenue:
License revenue	$	45,329		61.2	%	$	32,544		63.6	%	$	12,785	39.3	%
Maintenance revenue		21,780		29.4	%		13,519		26.4	%		8,261	61.1	%
Professional services revenue		6,933		9.4	%		5,067		9.9	%		1,866	36.8	%
Total revenue	$	74,042		100.0	%	$	51,130		100.0	%	$	22,912	44.8	%

Revenue was $74.0 million for the three months ended June 30, 2011 compared to $51.1 million for the three months ended June 30, 2010, an increase of $22.9 million, or 44.8%. All territories reported strong revenue growth, particularly the Americas (includes North America and South America), Nordic region (includes Sweden, Denmark, Finland and Norway), the German region (includes Germany, Austria and Switzerland), and the United Kingdom, which grew by 44%, 35%, 54% and 45% and contributed an incremental $15.8 million in total revenue. License revenue grew by approximately $12.8 million, or 39.3%. There was no material change in the pricing for our product during the three months ended June 30, 2011. Revenue growth was achieved primarily due to volume growth as more customers acquired our product for the first time, along with additional license purchases by our existing customers. In addition, during the three months ended June 30, 2011, we closed 104 contracts that had total license and first year’s maintenance exceeding $100,000, compared to 61 contracts for the same period last year. Amounts invoiced to existing customers during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 represented a larger share of total billings, approximately 64%, resulting from our “land and expand” sales strategy. Billings from our indirect partner channel for license and first year maintenance were 57% of total license and first year maintenance billings for the three months ended June 30, 2011. Maintenance revenues grew by approximately 61.1% in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 driven by annual maintenance renewal rates of greater than 85%. Professional services revenue grew by 36.8% in the three months ended June 30, 2011 compared to the three months ended June 30, 2010 due to growth in consulting and training revenue, resulting from an increase in our customer base. The revenue growth in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 may not be indicative of our future revenue growth, if any.

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Cost of Revenue and Gross Profit

The following table sets forth cost of revenue and gross profit for each revenue source:

	Three Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Related Revenue			Amount		Related Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Cost of Revenue:
Cost of license revenue	$	777		1.7	%	$	1,178		3.6	%	$	(401	)	-34.0	%
Cost of maintenance revenue		1,697		7.8	%		1,013		7.5	%		684		67.5	%
Cost of professional services revenue		6,126		88.4	%		3,554		70.1	%		2,572		72.4	%
Total cost of revenue	$	8,600		11.6	%	$	5,745		11.2	%	$	2,855		49.7	%
Gross Profit:
License revenue	$	44,552		98.3	%	$	31,366		96.4	%	$	13,186		42.0	%
Maintenance revenue		20,083		92.2	%		12,506		92.5	%		7,577		60.6	%
Professional services revenue		807		11.6	%		1,513		29.9	%		(706	)	-46.7	%
Total gross profit	$	65,442		88.4	%	$	45,385		88.8	%	$	20,057		44.2	%

Cost of revenue was $8.6 million for the three months ended June 30, 2011 compared to $5.7 million for the three months ended June 30, 2010, an increase of $2.9 million, or 49.7%. Cost of license revenue largely consists of referral fees paid to third parties in connection with software license sales. Referral fees decreased $0.4 million for the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. Cost of maintenance revenue increased $0.7 million for the three months ended June 30, 2011 as compared to same period in 2010. In anticipation of continued growth in our current customer base, we increased headcount in our support organization which increased personnel costs by $0.7 million (including a $0.1 million increase in stock-based compensation) for the three months ended June 30, 2011 as compared to the same period in 2010. Cost of professional services revenue increased by $2.6 million in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 largely due to increased personnel costs of $0.3 million, increased consulting and other cost of professional services of $1.9 million, increased travel expenses of $0.2 million and increased facility and infrastructure costs of $0.2 million to support international expansion. The decrease in our gross margin during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 may not be indicative of our future gross margin.

Operating Expenses

The following table sets forth operating expenses as a percentage of revenue:

	Three Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Revenue			Amount		Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Operating expenses:
Sales and marketing	$	45,393		61.3	%	$	27,751		54.3	%	$	17,642	63.6	%
Research and development		6,531		8.8	%		2,980		5.8	%		3,551	119.2	%
General and administrative		17,119		23.1	%		8,813		17.2	%		8,306	94.2	%
Total operating expenses	$	69,043		93.2	%	$	39,544		77.3	%	$	29,499	74.6	%

Sales and Marketing. Sales and marketing expenses increased $17.6 million, or 63.6% in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010 reflecting increased personnel costs related to higher employee headcount and variable compensation resulting from increased license revenue. The increase in sales and marketing expenses was primarily attributable to an increase in personnel and commission costs of $11.3 million (including a $0.8 million increase in stock-based compensation) for the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. We had an increase in marketing costs of $3.2 million during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. This increase in marketing costs included $1.0 million for our annual partner event, Qonnections. In addition, we had an increase in travel expenses of $1.3 million, an increase in facility and infrastructure costs of $0.4 million to support international expansion and an increase in consulting and other sales and marketing costs of $1.4 million. The total increase in sales and marketing expense includes $1.7 million from two newly formed inside sales teams. During the second half of 2010, we formed our North American inside sales team, which represented incremental costs of $1.0 million during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. During the first half of 2011, we formed our European inside sales team, which represented incremental costs of $0.7 million during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010.

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Research and Development. Research and development expenses grew by approximately $3.6 million or 119.2% during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. The increase was attributable to higher personnel costs of $2.2 million (including a $0.1 million increase in stock-based compensation) as a result of the increase in our headcount in research and development, including $0.5 million due to changes in the value of the Swedish kronor as the vast majority of our research and development staff is based in Lund, Sweden, and an increase in other expenses such as facilities and travel related to a larger research and development function of $1.4 million.

General and Administrative. General and administrative expenses were $17.1 million for the three months ended June 30, 2011 compared to $8.8 million for the three months ended June 30, 2010, an increase of $8.3 million, or 94.2%. This increase was due to other general and administrative costs of $2.6 million, primarily professional fees, such as legal and information technology consulting, as we expand our infrastructure to support anticipated global growth. We incurred $2.2 million in lease termination costs relating to our previous facility in Lund, Sweden during the three months ended June 30, 2011. We had an increase in personnel costs of $1.8 million (including a $0.5 million increase in stock-based compensation) to build out our corporate level functions to support anticipated global growth and meet the demands and compliance responsibilities of a U.S. public company. This increase was also due to a $0.9 million increase in public company costs, such as accounting and legal fees and directors and officers insurance and an increase in facility and infrastructure costs of $0.6 million to support international expansion in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. In addition, we had an increase of $0.2 million in travel expenses primarily related to an increase in headcount.

Other Income (Expense), net. Other income was $0.4 million for the three months ended June 30, 2011 compared to expense of $0.9 million for the three months ended June 30, 2010. During the three months ended June 30, 2011, we had foreign exchange gains of $0.4 million. During the three months ended June 30, 2010, we had expense due to the change in the fair value of stock warrants of $1.4 million and net interest expense of $0.2 million. These expenses were offset by foreign exchange gains and other income of $0.7 million. The change in the fair value of stock warrants decreased due to the reclassification of the warrant liability to additional paid-in-capital upon the effectiveness of our IPO in July 2010. Net interest expense decreased primarily due to the repayment in full of the principal, accrued interest and prepayment penalty of our previously outstanding note payable balance in July 2010.

(Provision) Benefit for Income Taxes. The effective tax rate for the three months ended June 30, 2011 was a benefit of 32.5% compared to a provision of 28.0% in the prior-year period. Our (provision) benefit for income taxes was based on our estimated annual effective tax rate adjusted for the recognition of discrete items. Our estimated annual effective tax rate principally includes the U.S. federal statutory rate, state income taxes and the impact of foreign income taxed at different rates. We operate in an international environment with significant operations in various locations outside the U.S. Accordingly, the consolidated income tax rate is a composite rate reflecting our income (loss) and the applicable tax rate in the various locations where we operate.

Comparison of the Six Months Ended June 30, 2011 and 2010

Revenue

The following table sets forth revenue by source:

	Six Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Revenue			Amount		Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Revenue:
License revenue	$	83,214		60.7	%	$	58,766		61.9	%	$	24,448	41.6	%
Maintenance revenue		41,157		30.0	%		26,588		28.0	%		14,569	54.8	%
Professional services revenue		12,690		9.3	%		9,541		10.1	%		3,149	33.0	%
Total revenue	$	137,061		100.0	%	$	94,895		100.0	%	$	42,166	44.4	%

17

Revenue was $137.1 million for the six months ended June 30, 2011 compared to $94.9 million for the six months ended June 30, 2010, an increase of $42.2 million, or 44.4%. All territories reported strong revenue growth, particularly the Americas (includes North America and South America), Nordic region (includes Sweden, Denmark, Finland and Norway), the German region (includes Germany, Austria and Switzerland) and the United Kingdom, which grew by 52%, 33%, 35% and 44% and contributed an incremental $29.3 million in total revenue. License revenue grew by approximately $24.5 million, or 41.6%. There was no material change in the pricing for our product during the six months ended June 30, 2011. Revenue growth was achieved primarily due to volume growth as more customers acquired our product for the first time, along with additional license purchases by our existing customers. In addition, we closed 186 contracts that had total license and first year’s maintenance exceeding $100,000, compared to 129 contracts for the same period last year. Amounts invoiced to existing customers during the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 represented a larger share of total billings, approximately 66%, resulting from our “land and expand” sales strategy. Billings from our indirect partner channel for license and first year maintenance were 54% of total license and first year maintenance billings for the six months ended June 30, 2011. Maintenance revenues grew by approximately 54.8% in the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 driven by annual maintenance renewal rates of greater than 85%. Professional services revenue grew by 33.0% in the six months ended June 30, 2011 compared to the six months ended June 30, 2010 due to growth in consulting and training revenue, resulting from an increase in our customer base. The revenue growth in the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 may not be indicative of our future revenue growth, if any.

Cost of Revenue and Gross Profit

The following table sets forth cost of revenue and gross profit for each revenue source:

	Six Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Related Revenue			Amount		Related Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Cost of Revenue:
Cost of license revenue	$	1,692		2.0	%	$	1,857		3.2	%	$	(165	)	-8.9	%
Cost of maintenance revenue		3,238		7.9	%		1,708		6.4	%		1,530		89.6	%
Cost of professional services revenue		11,325		89.2	%		6,466		67.8	%		4,859		75.1	%
Total cost of revenue	$	16,255		11.9	%	$	10,031		10.6	%	$	6,224		62.0	%
Gross Profit:
License revenue	$	81,522		98.0	%	$	56,909		96.8	%	$	24,613		43.2	%
Maintenance revenue		37,919		92.1	%		24,880		93.6	%		13,039		52.4	%
Professional services revenue		1,365		10.8	%		3,075		32.2	%		(1,710	)	-55.6	%
Total gross profit	$	120,806		88.1	%	$	84,864		89.4	%	$	35,942		42.4	%

Cost of revenue was $16.3 million for the six months ended June 30, 2011 compared to $10.0 million for the six months ended June 30, 2010, an increase of $6.3 million, or 62.0%. Cost of license revenue largely consists of referral fees paid to third parties in connection with software license sales. Referral fees decreased $0.2 million for the six months ended June 30, 2011 as compared to the six months ended June 30, 2010. Cost of maintenance revenue increased $1.5 million for the six months ended June 30, 2011 as compared to same period in 2010. In anticipation of continued growth in our current customer base, we increased headcount in our support organization which increased personnel costs by $1.3 million (including a $0.2 million increase in stock-based compensation) for the six months ended June 30, 2011 as compared to the same period in 2010. In addition, other cost of maintenance revenue increased $0.2 million for the six months ended June 30, 2011 as compared to the same period in 2010. Cost of professional services revenue increased by $4.9 million in the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 largely due to increased personnel costs of $1.9 million, increased consulting and other cost of professional services of $2.4 million, increased travel expenses of $0.3 million and increased facility and infrastructure costs of $0.3 million to support international expansion. The decrease in our gross margin during the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 may not be indicative of our future gross margin.

18

Operating Expenses

The following table sets forth operating expenses as a percentage of revenue:

	Six Months Ended June 30,
	2011					2010
			Percentage of					Percentage of
	Amount		Revenue			Amount		Revenue			Period to Period Change
	(unaudited)
	(dollars in thousands)
Operating expenses:
Sales and marketing	$	83,065		60.6	%	$	53,164		56.0	%	$	29,901	56.2	%
Research and development		11,843		8.6	%		5,644		5.9	%		6,199	109.8	%
General and administrative		34,508		25.2	%		18,206		19.2	%		16,302	89.5	%
Total operating expenses	$	129,416		94.4	%	$	77,014		81.2	%	$	52,402	68.0	%

Sales and Marketing. Sales and marketing expenses increased $29.9 million, or 56.2% in the six months ended June 30, 2011 as compared to the six months ended June 30, 2010 reflecting increased personnel costs related to higher employee headcount and variable compensation resulting from increased license revenue. The increase in sales and marketing expenses was primarily attributable to an increase in personnel and commission costs of $19.9 million (including a $1.4 million increase in stock-based compensation) for the six months ended June 30, 2011 as compared to the six months ended June 30, 2010. We had an increase in marketing costs of $4.2 million during the three months ended June 30, 2011 as compared to the three months ended June 30, 2010. This increase in marketing costs included $1.0 million for our annual partner event, Qonnections. In addition, we had an increase in travel expenses of $2.4 million, an increase in consulting and other sales and marketing costs of $2.4 million and an increase in facility and infrastructure costs of $1.0 million to support international expansion. The total increase in sales and marketing expense includes $2.3 million from two newly formed inside sales teams. During the second half of 2010, we formed our North American inside sales team, which represented incremental costs of $1.6 million during the six months ended June 30, 2011 as compared to the six months ended June 30, 2010. During the first half of 2011, we formed our European inside sales team, which represented incremental costs of $0.7 million during the six months ended June 30, 2011 as compared to the six months ended June 30, 2010.

Research and Development. Research and development expenses grew by approximately $6.2 million or 109.8% during the six months ended June 30, 2011 as compared to the six months ended June 30, 2010. The increase was attributable to higher personnel costs of $4.0 million (including a $0.1 million increase in stock-based compensation) as a result of the increase in our headcount in research and development, including 0.7 million due to changes in the value of the Swedish kronor as the vast majority of our research and development staff is based in Lund, Sweden, and an increase in other expenses such as facilities and travel related to a larger research and development function of $2.2 million.

General and Administrative. General and administrative expenses were $34.5 million for the six months ended June 30, 2011 compared to $18.2 million for the six months ended June 30, 2010, an increase of $16.3 million, or 89.5%. This increase was due to other general and administrative costs of $5.6 million, primarily professional fees, such as legal and information technology consulting, as we expand our infrastructure to support anticipated global growth. We had an increase in personnel costs of $4.2 million (including a $0.8 million increase in stock-based compensation) to build out our corporate level functions to support anticipated global growth and meet the demands and compliance responsibilities of a U.S. public company. This increase was also due to $2.2 million in lease termination costs relating to our previous facility in Lund, Sweden. In addition, we had an increase in public company costs, such as accounting and legal fees and directors and officers insurance, of $1.8 million, an increase in travel expenses of $1.7 million primarily related to our annual employee summit and an increase in other facility and infrastructure costs of $0.8 million to support international expansion.

Other Expense, net. Other expense was $1.0 million for the six months ended June 30, 2011 compared to expense of $3.1 million for the six months ended June 30, 2010. During the six months ended June 30, 2011, we had foreign exchange losses and other expenses of $1.1 million offset by net interest income of $0.1 million. During the six months ended June 30, 2010, we had expense due to the change in the fair value of stock warrants of $2.0 million, foreign exchange losses and other expenses of $0.7 million, and net interest expense of $0.4 million. The change in the fair value of stock warrants decreased due to the reclassification of the warrant liability to additional paid-in-capital upon the effectiveness of our IPO in July 2010. Net interest expense decreased primarily due to the repayment in full of the principal, accrued interest and prepayment penalty of our previously outstanding note payable balance in July 2010.

(Provision) Benefit for Income Taxes. The effective tax rate for the six months ended June 30, 2011 was a benefit of 30.2% compared to a provision of 28.0% in the prior-year period. Our (provision) benefit for income taxes was based on our estimated annual effective tax rate adjusted for the recognition of discrete items. Our estimated annual effective tax rate principally includes the U.S. federal statutory rate, state income taxes and the impact of foreign income taxed at different rates. We operate in an international environment with significant operations in various locations outside the U.S. Accordingly, the consolidated income tax rate is a composite rate reflecting our income (loss) and the applicable tax rate in the various locations where we operate.

19

Seasonality

Our quarterly results reflect seasonality in the sale of our products and services. Historically, a pattern of increased license sales in the fourth quarter has positively impacted sales activity in that period which can make it difficult to achieve sequential revenue growth in the first quarter. In addition, our European operations occasionally provide lower revenues in the summer months because of the generally reduced level of economic activity in Europe during those months. Similarly, our gross margins and operating income have been affected by these historical trends because the majority of our expenses are relatively fixed in the near-term. The timing of revenues in relation to our expenses, much of which does not vary directly with revenue, has an impact on the cost of revenue, sales and marketing expense, research and development expense, and general and administrative expense as a percentage of revenue in each calendar quarter during the year. The majority of our expenses are personnel-related and include salaries, stock-based compensation, benefits, and incentive-based compensation plan expenses. As a result, we have not experienced significant seasonal fluctuations in the timing of expenses from period to period, other than an increase in general and administrative expenses during the first quarter of each year as a result of our annual employee summit and an increase in sales and marketing expenses in the second quarter of each year due to our annual partner event. On a quarterly basis, we have usually generated the majority of our revenues in the final month of each quarter and a significant amount in the last two weeks of a quarter. We believe this is due to customer buying patterns typical in this industry. Although these seasonal factors are common in the technology sector, historical patterns should not be considered a reliable indicator of our future sales activity or performance.

Liquidity and Capital Resources

Since our inception, we have financed our operations through the sale of preferred stock and common stock, cash flows generated by operations and borrowings under debt instruments. As of June 30, 2011, we had cash and cash equivalents totaling $174.5 million, net accounts receivable of $70.9 million and $152.5 million of working capital. As of June 30, 2011, we had $52.8 million of our total cash and cash equivalents in banking institutions outside of the U.S.

We believe that our existing cash and cash equivalents and our cash flow from operations will be sufficient to fund our operations and our capital expenditures for at least the next 12 months. Our future capital requirements will depend on many factors, including our rate of revenue growth, the expansion of our sales and marketing activities, the timing and extent of spending to support product development efforts and expansion into new territories, the timing of introductions of new software products and enhancements to existing software products and the continuing market acceptance of our software offerings. We may from time to time enter into agreements, arrangements or letters of intent regarding potential investments in, or acquisitions of, complementary businesses, applications or technologies. If we enter into these types of arrangements, it could require us to seek additional equity or debt financing. Additional funds may not be available on terms favorable to us or at all.

Since July 2010, we have been incurring costs as a public company that we had not previously incurred, including, but not limited to, costs and expenses for directors’ fees, increased directors’ and officers’ insurance, investor relations fees, expenses for compliance with the Sarbanes-Oxley Act of 2002 and rules implemented by the SEC and Nasdaq, the exchange on which our common stock is listed, and various other costs. The Sarbanes-Oxley Act of 2002 requires annual management assessment of the effectiveness of our internal control over financial reporting.

The following table shows selected balance sheet data as well as our cash flows from operating activities, investing activities, and financing activities for the stated periods:

	June 30,		December 31,
	2011		2010
	(unaudited)
	(dollars in thousands)
Cash and cash equivalents	$	174,503	$	158,712
Accounts receivable, net		70,946		85,364
Deferred revenue		54,941		50,024
Working capital		152,512		149,069

	Six Months Ended June 30
	2011			2010
	(unaudited)
	(dollars in thousands)
Cash flow activities
Net cash provided by operating activities	$	12,157		$	17,387
Net cash used in investing activities		(5,318	)		(881	)
Net cash provided by (used in) financing activities		6,127			(2,472	)

20

Cash and Cash Equivalents

Our cash and cash equivalents at June 30, 2011 were held for working capital purposes and were invested primarily in bank deposits and money market accounts having less than 90 day maturities. We do not enter into investments for trading or speculative purposes. These balances could be impacted if the underlying depository institutions or the guarantors fail or could be subject to adverse conditions in the financial markets. We can provide no assurances that access to our funds will not be impacted by adverse conditions in the financial markets.

Accounts Receivable, net

Our accounts receivable balance fluctuates from period to period which affects our cash flow from operating activities. The fluctuations vary depending on the timing of our service delivery and billing activity, cash collections and changes to our allowance for doubtful accounts. Our allowance for doubtful accounts represents our best estimate of the amount of probable credit losses. To date, we have not incurred any significant write-offs of accounts receivable.

Cash Flows

Operating Activities

Net cash provided by operating activities was $12.2 million for the six months ended June 30, 2011. We incurred non-cash expenses totaling $4.2 million for the six months ended June 30, 2011. Non-cash expenses primarily consisted of stock-based compensation expense, provisions for bad debt, unrealized foreign currency gains and losses, and depreciation and amortization expense.

The change in certain assets and liabilities resulted in a net source of cash of $14.7 million for the six months ended June 30, 2011. Net cash provided by operating activities is driven by sales of our products. Collection of accounts receivable from the product sales is a significant component of our cash flows from operating activities, as is the change in deferred revenue related to these sales. In addition, net cash provided by operating activities reflects income tax payments made of $11.9 million.

Net cash provided by operating activities was $17.4 million for the six months ended June 30, 2010. We incurred non-cash expenses totaling $4.6 million for the six months ended June 30, 2010. Non-cash expenses primarily consisted of stock-based compensation expense, provisions for bad debt, change in the fair value of warrants, unrealized foreign currency gains and losses, and depreciation and amortization expense.

The change in certain assets and liabilities resulted in a net source of cash of $9.4 million for the six months ended June 30, 2010. Net cash provided by operating activities is driven by sales of our software offerings. Collection of accounts receivable from the sales of our software offerings is a significant component of our cash flows from operating activities, as is the change in deferred revenue related to these sales. In addition, net cash provided by operating activities includes income tax payments made of $0.8 million.

Investing Activities

Net cash used in investing activities was $5.3 million for the six months ended June 30, 2011. Cash used in investing activities for the six months ended June 30, 2011 was primarily for capital expenditures of $5.1 million related to leasehold improvements and computer equipment as we continued to expand our infrastructure and workforce. In addition, we paid out $0.2 million for the achievement of certain financial targets related to the acquisition of Syllogic Corporation in January 2010.

Net cash used in investing activities was $0.9 million for the six months ended June 30, 2010. Cash used in investing activities for the six months ended June 30, 2010 was primarily for capital expenditures of $1.1 million related to property and equipment as we expanded our infrastructure and workforce. These capital expenditures were offset by the acquisition of Syllogic Corporation in January 2010, which resulted in a source of cash of approximately $0.2 million.

Financing Activities

Net cash provided by financing activities was $6.1 million for the six months ended June 30, 2011. Net cash provided by financing activities resulted from the proceeds from the exercise of common stock options during such period.

Net cash used in financing activities was $2.5 million for the six months ended June 30, 2010. Net cash used in financing activities for the six months ended June 30, 2010 was due to payments under our then outstanding long-term note payable arrangement of $2.1 million, payment of deferred offering costs of $1.8 million and payments under our then outstanding line of credit of $0.2 million. These were offset by proceeds from the exercise of common stock option of $0.9 million, an excess tax benefit from stock-based compensation of $0.6 million and proceeds from the issuance of options to purchase common stock of $0.1 million.

21

Non-GAAP Financial Measures

We use measures of non-generally accepted accounting principles (“Non-GAAP”) income (loss) from operations, Non-GAAP net income (loss) and Non-GAAP income (loss) per share. We believe that the Non-GAAP financial information provided can assist investors in understanding and assessing our on-going core operations and prospects for the future. This Non-GAAP financial information provides an additional tool for investors to use in comparing our financial results with other companies in our industry, many of which present similar Non-GAAP financial measures to investors.

For the three and six months ended June 30, 2011 and 2010, Non-GAAP operating income (loss) is determined by taking income or loss from operations and adding back non-cash stock-based compensation expense, employer payroll taxes related to stock transactions and lease termination costs. Non-GAAP net income (loss) is determined by taking pre-tax income or loss and adding back non-cash stock-based compensation expense and employer payroll taxes on stock transactions, and the result is tax affected at an estimated 32% tax rate.

The following is a reconciliation of Non-GAAP income (loss) from operations, Non-GAAP net income (loss) and Non-GAAP income (loss) per share to the most comparable U.S. GAAP measure for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
	(unaudited)						(unaudited)
	(dollars in thousands)						(dollars in thousands)
Reconciliation of Non-GAAP income (loss) from operations:
GAAP income (loss) from operations	$	(3,601	)	$	5,841		$	(8,610	)	$	7,850
Stock-based compensation expense		2,000			549			3,500			1,049
Employer payroll taxes on stock transactions		810			—			1,800			—
Lease termination costs		2,236			—			2,236			—
Non-GAAP income (loss) from operations	$	1,445		$	6,390		$	(1,074	)	$	8,899
Reconciliation of Non-GAAP net income (loss):
GAAP net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Stock-based compensation expense		2,000			549			3,500			1,049
Employer payroll taxes on stock transactions		810			—			1,800			—
Lease termination costs		2,236			—			2,236			—
Income tax adjustment (1)		(1,630	)		(374	)		(2,239	)		(527	)
Non-GAAP net income (loss)	$	1,246		$	3,713		$	(1,446	)	$	3,941
Reconciliation of Non-GAAP income (loss) per share:
Non-GAAP net income (loss) per common share — basic	$	0.02		$	0.05		$	(0.02	)	$	0.05
Non-GAAP net income (loss) per common share — diluted	$	0.01		$	0.04		$	(0.02	)	$	0.05
GAAP net income (loss) per common share — basic	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
GAAP net income (loss) per common share — diluted	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
Non-GAAP weighted average number of common shares outstanding — basic (2)		81,724,971			76,823,425			80,486,401			76,636,507
Non-GAAP weighted average number of common shares outstanding — diluted (2)		86,807,408			84,313,393			80,486,401			83,752,094
GAAP weighted average number of common shares outstanding — basic		81,724,971			17,222,001			80,486,401			17,035,083
GAAP weighted average number of common shares outstanding — diluted		81,724,971			24,711,969			80,486,401			24,150,670

(1)	Income tax adjustment is used to adjust the U.S. GAAP benefit for income taxes to a Non-GAAP (provision) benefit for income taxes utilizing an estimated tax rate of 32%.
(2)	For 2010, reflects the automatic conversion of the then outstanding shares of convertible preferred stock into 46,721,424 shares of common stock and the issuance of 12,880,000 shares of common stock as though the completion of the IPO had occurred at the beginning of the period, which results in the Company not applying the two-class method of earnings per share as required under U.S. GAAP.

Contractual Obligations and Commitments and Off-Balance Sheet Arrangements

There have been no material changes to our contractual obligations from the information provided in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2010.

22

In December 2010, we entered into a transfer agreement (the “Transfer Agreement”) with Sony Ericsson Mobile Communications AB (“SEMC”) relating to the transfer by SEMC to us of certain rental lease agreements for approximately 11,253 square meters of office space and designated parking spaces located in the Ideon Science Park in Lund, Sweden (the “Property”). Pursuant to the Transfer Agreement, effective as of January 1, 2011 we assumed the rights and obligations of SEMC under two separate lease agreements, as amended and/or supplemented (the “Lease Agreements”), whereby SEMC leased the Property from Fastighets AB Remulus Lund 3 (the “Property Owner”). We believe the Property will serve as our primary research and development center. The Lease Agreements were set to expire on October 31, 2013 and October 31, 2016, respectively. Each Lease Agreement provided for automatic renewal upon expiration for additional three year terms unless written notice was provided by us to the Property Owner of our desire to not renew the applicable lease at least 12 months prior to the end of the respective term. The Lease Agreements provided for the payment of annual base rent in the amount of 21.6 million Swedish kronor (approximately $3.4 million based on an assumed exchange rate of approximately 0.16 as of June 30, 2011), subject to annual increases. In addition to the base rent, we were required to pay to the Property Owner certain operating expenses and other fees in accordance with the terms of the Lease Agreements. The Lease Agreements also contained customary representations and covenants regarding occupancy, maintenance and care of the Property.

In consideration for our assumption of SEMC’s obligations under the Lease Agreements, SEMC has agreed to pay us 26.0 million Swedish kronor (approximately $4.1 million based on an assumed exchange rate of approximately 0.16 as of June 30, 2011), exclusive of value added tax, which will be offset by 7.3 million Swedish kronor (approximately $1.2 million based on an assumed exchange rate of approximately 0.16 as of June 30, 2011), exclusive of value added tax, which we have agreed to pay SEMC for certain personal property, furniture and fixtures located at the Property. The net amount of 18.7 million (approximately $2.9 million based on an assumed exchange rate of approximately 0.16 as of June 30, 2011) was received from SEMC in July 2011.

In May 2011, the Company began to occupy the Property in Lund, Sweden, and simultaneously ceased use of its previous leased facility in Lund. In July 2011, the Company reached an agreement with the landlord of the previous leased facility to allow the Company to terminate the lease agreement in exchange for a lease termination fee of 9.5 million Swedish kronor (approximately $1.5 million based on an assumed exchanged rate of 0.16 as of June 30, 2011). This lease termination fee is payable no later than September 30, 2011, and is included in accrued expenses on the Company’s unaudited consolidated balance sheet as of June 30, 2011. In addition to the lease termination fee, the Company incurred $0.4 million in rent charges following its abandonment of the previous leased facility as well as an impairment charge of $0.3 million related to the write-off of leasehold improvements from the previous leased facility. These items resulted in aggregate lease termination costs of $2.2 million and are recorded in general and administrative expenses in the accompanying unaudited consolidated statement of operations for the three and six months ended June 30, 2011.

On June 23, 2011, we entered into two new lease agreements with the Property Owner (the “New Lease Agreements”) for the Property which supersede and replace in their entirety the Lease Agreements. Both New Lease Agreements expire on April 30, 2019. Each New Lease Agreement will automatically renew upon expiration for additional three year terms unless either party provides written notice to the other of such party’s desire to not renew the applicable lease at least 12 months prior to the end of the respective term. The New Lease Agreements provide for the payment of annual base rent in the amount of 20,797,726 Swedish kronor (approximately $3.3 million based on an assumed exchange rate of approximately 0.16 as of June 30, 2011), subject to annual increases. In addition to the base rent, we are required to pay the Property Owner certain operating expenses and other fees in accordance with the terms of the New Lease Agreements. The New Lease Agreements contain customary representations and covenants regarding occupancy, maintenance and care of the Property.

We had no off-balance sheet arrangements, as defined in Item 303(a)(4) of the Securities and Exchange Commission’s Regulation S-K, as of June 30, 2011 and 2010.

Inflation

Normally, inflation does not have a significant impact on our operations as our products are not generally sold on long-term contracts. Consequently, we can adjust our selling prices, to the extent permitted by competition, to reflect cost increases caused by inflation.

Recent Accounting Pronouncements

See Note 2 to the unaudited consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of fluctuations in interest rates. We do not hold financial instruments for trading purposes.

Market Risk

We are exposed to certain financial risks, including fluctuations in foreign currency exchange rates and interest rates. We manage our exposure to these market risks through internally established policies and procedures and, when deemed appropriate, through the use of derivative financial instruments. Our policies do not allow speculation in derivative instruments for profit or execution of derivative instrument contracts for which there are no underlying exposures. We do not use financial instruments for trading purposes and we are not a party to any leveraged derivatives. We monitor our underlying market risk exposures on an ongoing basis and believe that we can modify or adapt our hedging strategies as needed.

Interest Rate Sensitivity

We had cash and cash equivalents of $174.5 million at June 30, 2011 and $158.7 million at December 31, 2010. We held these amounts primarily in cash or money market funds.

We hold cash and cash equivalents for working capital purposes. We do not have material exposure to market risk with respect to investments, as our investments consist primarily of highly liquid investments purchased with original maturities of three months or less. We do not use derivative financial instruments for speculative or trading purposes; however, we may adopt specific hedging strategies in the future. Any declines in interest rates, however, will reduce future interest income.

Foreign Exchange Risk

We market our products in the Americas, Europe, the Asia-Pacific Regions, and Africa and develop our products in Europe. As a result of our business activities in foreign countries, our financial results could be affected by factors such as changes in foreign currency exchange rates or economic conditions in foreign markets, and there is no assurance that exchange rate fluctuations will not harm our business in the future. We sell our products in certain countries in the local currency of the respective country. In addition, our product development activities are principally based at our facility in Lund, Sweden. This provides some natural hedging because most of our subsidiaries’ operating expenses are denominated in their local currencies. Regardless of this natural hedging, our results of operations may be adversely impacted by the exchange rate fluctuation. Although we will continue to monitor our exposure to currency fluctuations and, where appropriate, may use financial hedging techniques in the future to minimize the effect of these fluctuations, we are not currently engaged in any financial hedging transactions.

Foreign exchange risk exposures arise from transactions denominated in a currency other than our functional currency and from foreign denominated revenue and profit translated into U.S. dollars. Approximately 69% and 70% of our operating revenues were denominated in currencies other than the U.S. dollar for the six months ended June 30, 2011 and 2010. The principal foreign currencies in which we conduct business are the Swedish kronor, the British pound and the euro. The translation of currencies in which we operate into the U.S. dollar may affect consolidated revenues and gross profit margins as expressed in U.S. dollars. A weakening of the U.S. dollar versus other currencies in which we operate may increase our consolidated revenues and operating expenses while the strengthening of the U.S. dollars versus these currencies may have an opposite effect on our consolidated results expressed in U.S. dollars.

Item 4. Controls and Procedures

Evaluation of Disclosure and Control Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2011. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d and 15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information require to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriated to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2011, our disclosure controls and procedures were effective at the reasonable assurance level.

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Changes in Internal Control Over Financial Reporting

No change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-(f) under the Exchange Act) occurred during the quarter ended June 30, 2011 that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become involved in routine legal proceedings in the ordinary course of our business. We are not presently a party to any legal proceedings that, if determined adversely to us, would individually or in the aggregate have a material adverse effect on our business, operating results, financial condition or cash flows.

Our intellectual property is an essential element of our business. We own registered trademarks for the “Qlik” and “QlikView” name. We rely on a combination of copyright, trademark, trade dress and trade secrecy laws, as well as confidentiality procedures and contractual restrictions, to establish and protect our proprietary rights both domestically and abroad. These laws, procedures and restrictions provide only limited protection. As of June 30, 2011, we had three issued U.S. patents and had a pending U.S. patent. In addition, we had 19 issued and six pending foreign patents. Any future patents issued to us may be challenged, invalidated or circumvented. Any patents that might be issued in the future, with respect to pending or future patent applications may not provide sufficiently broad protection or may not prove to be enforceable in actions against alleged infringers. We endeavor to enter into agreements with our employees and contractors and with parties with whom we do business in order to limit access to and disclosure of our proprietary information.

ITEM 1A. RISK FACTORS

In our Annual Report on Form 10-K for the fiscal year ended December 31, 2010, filed with the SEC on March 16, 2011, we identify under Part I, Item 1A important factors which could affect our business, financial condition, results of operations and future operations and could cause our actual results for future periods to differ materially from our anticipated results or other expectations, including those expressed in any forward-looking statements made in this Quarterly Report on Form 10-Q. There have been no material changes to the risk factors subsequent to the filing of our Annual Report on Form 10-K for the year ended December 31, 2010. However, the risks described in our Form 10-K are not the only risks we face. Additional risks and uncertainties that we currently deem to be immaterial or not currently known to us, as well as other risks reported from time to time in our reports to the SEC, also could cause our actual results to differ materially from our anticipated results or other expectations.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Recent Sales of Unregistered Securities

In the three months ended June 30, 2011, we issued 60,560 shares of unregistered common stock for an aggregate purchase price of $0.1 million upon the exercise of previously granted common stock options. The securities described in this paragraph were issued pursuant to written compensatory plans or arrangements with our employees, directors, and consultants in reliance on the exemptions provided by either Section 4(2) of the Securities Act or Rule 701 promulgated under Section 3(b) of the Securities Act. All securities described in this paragraph are deemed restricted securities for purposes of the Securities Act. The instruments representing such issued securities included appropriate legends setting forth that the securities had not been registered and the applicable restrictions on transfer.

Use of Proceeds

In July 2010, we completed the initial public offering of shares of our common stock, in which 12,880,000 shares of common stock were sold at a price to the public of $10.00 per share for an aggregate offering price of $128.8 million. The offer and sale of all of the shares in the IPO were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No. 333-165844), which was declared effective by the SEC on July 15, 2010. The offering commenced as of July 15, 2010 and did not terminate before all of the securities registered in the registration statement were sold. The syndicate of underwriters was led by Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc., and J.P. Morgan Securities Inc. as joint book-running managers for the offering, Jefferies & Company, Inc. and Stifel Nicolaus Weisel served as co-managers for the offering. Our portion of the net proceeds from the initial public offering was approximately $115.1 million after deducting underwriting discounts of $9.0 million and offering costs of $4.7 million.

We used approximately $5.4 million of the net proceeds from the offering to repay in full the principal and accrued interest and prepayment fee on our prior debt facility. We intend to use the balance of the net proceeds from the offering for working capital and other general corporate purposes, including financing our growth, developing new products and funding capital expenditures. Pending such usage, we have invested the net proceeds primarily in short-term, interest-bearing money market accounts.

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. REMOVED AND RESERVED

ITEM 5. OTHER INFORMATION

On July 14, 2011, Alexander Ott resigned as a member of the Audit Committee of our Board of Directors. On the same day, our Board of Directors appointed John Burris, a then current member of our Board of Directors, as a member of the Audit Committee.

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ITEM 6. EXHIBITS

The following exhibits are filed as part of this Quarterly Report on Form 10-Q:

Exhibit
Number			Description of Document
	10.21	D†*	Form of Notice of Swedish Maximum Value Stock Settled Stock Appreciation and Award Agreement under the 2010 Omnibus Equity Incentive Plan
	10.21	E†*	Form of Notice of Employee Stock Unit Award and Award Agreement under 2010 Omnibus Equity Incentive Plan
	10.43		Translation of Lease Agreements dated June 23, 2011 between QlikTech International AB and Fastighets AB Remulus Lund 3
	10.44		Third Amendment to Lease dated as of November 23, 2010 by and between Radnor Properties — SDC, L.P. and the Registrant
	31.1		Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
	31.2		Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
	32.1		Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
	101		Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2011, furnished in XBRL (eXtensible Business Reporting Language)).

* The certification attached as Exhibit 32.1 is not deemed “filed” with the SEC and is not to be incorporated by reference into any filing of the registrant under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filing, except to the extent that the registrant specifically incorporates it by reference.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, on August 5, 2011.

QLIK TECHNOLOGIES INC.
By:	/s/ LARS BJÖRK
	Lars Björk
	President, Chief Executive Officer, and Director (Principal Executive Officer)
	/s/ WILLIAM G. SORENSON
	William G. Sorenson
	Chief Financial Officer, Treasurer, and Secretary (Principal Financial Officer and Principal Accounting Officer)

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EXHIBIT INDEX

Exhibit
Number			Description of Document
	10.21	D†*	Form of Notice of Swedish Maximum Value Stock Settled Stock Appreciation and Award Agreement under the 2010 Omnibus Equity Incentive Plan
	10.21	E†*	Form of Notice of Employee Stock Unit Award and Award Agreement under 2010 Omnibus Equity Incentive Plan
	10.43		Translation of Lease Agreements dated June 23, 2011 between QlikTech International AB and Fastighets AB Remulus Lund 3
	10.44		Third Amendment to Lease dated as of November 23, 2010 by and between Radnor Properties — SDC, L.P. and the Registrant
	31.1		Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
	31.2		Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
	32.1		Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
	101		Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2011, furnished in XBRL (eXtensible Business Reporting Language)).

* The certification attached as Exhibit 32.1 is not deemed “filed” with the SEC and is not to be incorporated by reference into any filing of the registrant under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filing, except to the extent that the registrant specifically incorporates it by reference.

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EX-10.21.D

Exhibit 10.21D

Qlik Technologies Inc. 2010 Omnibus Equity Incentive Plan
Maximum Value Stock-Settled Stock Appreciation Right

Notice of Grant

You have been granted the following Maximum Value Stock-Settled Stock Appreciation Right over shares of the Common Stock of Qlik Technologies Inc. (the “Company”):

Name of Optionee:	«Name»
Value of Award:	«Award Value»
Grant Price per MVSSAR:	$«PricePerShare»
Maximum Value per MVSSAR:	$«Maximum Value»
Number of MVSSARs:	«TotalShares»
Date of Grant:	«DateGrant»
Vesting Commencement Date:	«VestDay»
Vesting Schedule:	1/3% of the units subject to this award will vest on each of the first, second, and third anniversaries of the Date of Grant.
Expiration Date:	«ExpDate». This award expires earlier if your Service terminates earlier, as described in the Maximum Value Stock-Settled Stock Appreciation Right Award Agreement for Swedish Employees.

You and the Company agree that this award is granted under and governed by the terms and conditions of the 2010 Omnibus Equity Incentive Plan (the “Plan”) and the Maximum Value Stock-Settled Stock Appreciation Right Award Agreement for Swedish Employees, both of which are made a part of this document.

Employee:	Qlik Technologies Inc.
	Name:	Lars Björk
	Title:	President and Chief Executive Officer

QLIK TECHNOLOGIES INC.
2010 Omnibus Equity Incentive Plan

(1) Qlik Technologies Inc. and

(2) the “Participant”

MAXIMUM VALUE STOCK-SETTLED STOCK APPRECIATION RIGHT
AWARD AGREEMENT FOR SWEDISH EMPLOYEES

THIS AGREEMENT is made on the Date of Grant

BETWEEN:

(1)	Qlik Technologies Inc., a Delaware corporation with its principal place of business at 150 Radnor-Chester Road, Suite E220, Radnor, Pennsylvania, 19087, U.S.A. (the “Corporation”), and
(2)	The “Participant”.

PRELIMINARY:

(A)	The Corporation intends to incentivize and motivate the Participant.
(B)	The Corporation has determined to grant to the Participant a Maximum Value Stock-Settled Stock Appreciation Right (“MVSSAR”) over the number of Common Shares as set forth in the Notice of Grant.

(C) This MVSSAR is granted pursuant to the rules of the Qlik Technologies Inc. 2010 Omnibus Equity Incentive Plan.

Terms and Conditions

The Participant is hereby granted a MVSSAR pursuant to the terms of the Qlik Technologies Inc. 2010 Omnibus Equity Incentive Plan (the “2010 Plan”). The rules of the 2010 Plan are legally binding and are incorporated in this Award. This Agreement refers to any paper or electronic copy of the Agreement including any Notice of Grant provided to the Participant. This Agreement, including any country-specific appendix (the “Appendix”) and the 2010 Plan, constitute the entire understanding between the Participant and the Corporation regarding this MVSSAR. Any prior agreements, commitments or negotiations concerning this MVSSAR are superseded. This Agreement may be amended only by another written agreement between the parties.

Definitions

Unless otherwise defined herein, the capitalized terms used in this Agreement shall have the same meanings set forth in the 2010 Plan. In the event of a conflict between the terms and conditions of the 2010 Plan and this Agreement, the terms and conditions of the 2010 Plan shall prevail. The following additional terms shall be defined as follows:

“Administrator” means the party authorized by the Corporation to administer the Plan and awards, including this MVSSAR award, which party may be Morgan Stanley Smith Barney or such other or additional third party/ies engaged by the Corporation to perform these functions.

“Exercise Fair Market Value” means the price at which Common Shares were last sold in the principal U.S. market for Common Shares on the applicable exercise date or, if the applicable exercise date was not a trading day, on the last trading day prior to such date. If Common Shares are no longer traded on a public U.S. securities market at the time of exercise, then the Fair Market Value shall be determined by the Committee in good faith on such basis as it deems appropriate. The Committee’s determination shall be conclusive and binding on all persons.

“Grant Price” means the notional price of the MVSSAR and is equal to the Fair Market Value (as defined in Section 16.15 of the 2010 Plan) of a Common Share on the date the MVSSAR is granted.

“Maximum Value per MVSSAR” means the United States dollar value set forth in the Notice of Grant, which value represents the maximum value above the Grant Price that the Participant can receive upon the exercise of a MVSSAR covering a single Common Share.

“Notice of Grant” means the communication in electronic or other form provided by the Corporation or its Administrator notifying the Participant of the grant of this MVSSAR award and its materials terms.

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto, intending to be legally bound, hereby agree as follows:

1. Award. The Participant is hereby granted a MVSSAR over the number of Common Shares and at the Grant Price specified in the Notice of Grant. Each MVSSAR gives the Participant a right to receive the excess, if any, of the Exercise Fair Market Value of a Share on the day a vested MVSSAR is exercised over the Grant Price, provided that this per-Share value shall never exceed the Maximum Value per MVSSAR and provided that this award will be settled in whole Common Shares as set forth in Section 4(b) below. The term of the MVSSAR shall commence on the “Date of Grant,” as set forth in the Notice of Grant, and shall terminate upon the date specified in the Notice of Grant (such date, or an earlier date if the Participant’s Service terminates earlier as set forth in Section 3 of this Agreement or if the Corporation experiences certain corporate events, as set forth in Section 11 of the 2010 Plan, the “Expiration Date”).

2. Vesting and Exercise of MVSSAR. Except as otherwise provided hereunder and provided the Participant is in Service with the Corporation or a Subsidiary on each relevant date, the MVSSAR shall vest and be exercisable (exercises may be cumulative) as to vested shares from time to time in accordance with the schedule set forth in the Notice of Grant.

3. Termination of MVSSAR.

(a) The MVSSAR may not be exercised after the Expiration Date and is only exercisable as provided in Sections 2 and 4 of this Agreement. The MVSSAR shall terminate and be of no force or effect upon the Expiration Date. If the Participant’s Service terminates for any reason prior to the Expiration Date, the unvested portion of the MVSSAR shall terminate on the date of such termination of Service.

(b) Subject to the limitations set forth in this Agreement and in the 2010 Plan, the Participant may exercise the vested portion of the MVSSAR in whole or in part at any time or from time to time from the Date of Grant until the first to occur of:

(i) three (3) months following the date of the Participant’s termination of Service for any reason other than death or total and permanent disability;

(ii) one (1) year following the date of the Participant’s death, if an employee at the time of death (during which one year period the MVSSAR may be exercised (to the extent the award is otherwise vested and exercisable as of the date of death) by the person to whom the Participant’s rights hereunder shall have passed by will or by the laws of descent and distribution (hereinafter, a “Successor”));

(iii) one (1) year following the date of the Participant’s termination of Service due to total and permanent disability (to the extent the award is otherwise vested and exercisable as of such date); or

(iv) the Expiration Date.

For all purposes under this Agreement, “total and permanent disability” means that the Participant is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or which has lasted, or can be expected to last, for a continuous period of not less than one year.

4. Exercise of MVSSAR.

(a) Notice of Exercise. The MVSSAR may be exercised by notice (in written or electronic form as the Corporation directs) to the Corporation or the Administrator.

(b) Exercise Payment. Upon any exercise of a vested MVSSAR, the Participant is entitled to receive, for each MVSSAR, the excess, if any, of the Exercise Fair Market Value of the vested MVSSAR that is exercised over the Grant Price, but not to exceed the Maximum Value per MVSSAR (the “Exercise Payment”). The Exercise Payment will be calculated by reference to each MVSSAR that is exercised. The aggregate Exercise Payment will be settled in whole Common Shares calculated using the Exercise Fair Market Value. In no event shall any fractional Common Shares be issued. Accordingly, the total number of Common Shares to be issued at exercise shall, to the extent necessary, be rounded down to the next whole Common Share in order to avoid the issuance of a fractional Common Share.

(c) Automatic Exercise. Notwithstanding Section 4(a), the Participant hereby agrees that, on the first date on which the Fair Market Value of the Common Shares is such that the Exercise Payment a Participant would be entitled to receive with respect to exercise of any then-vested portion of this MVSSAR is at least equal to the Maximum Value per MVSSAR, such vested portion of this MVSSAR shall be automatically exercised on behalf of the Participant without any action by the Participant being required and the resulting Common Shares will be delivered to the Participant as best determined by the Corporation at its discretion. Upon such exercise, the Participant will be entitled to receive the Exercise Payment calculated by reference to each vested MVSSAR under this Agreement subject to the exercise.

Notwithstanding the foregoing, in the event that the Maximum Value per MVSSAR is reached during a closed trading period (the “Closed Period”), the Participant hereby agrees that the automatic exercise of all vested MVSSARs under this Agreement will take place on the first trading day following the Closed Period, provided that the Fair Market Value of the Common Shares is equal to or exceeds the Maximum Value per MVSSAR on such date.

(d) Conditions to Exercise. As a condition to the exercise of the MVSSAR and the issuance of Common Shares upon exercise thereof, the Corporation may require the Participant to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation and make any representation or warranty with respect thereto as may be requested by the Corporation.

(e) Withholding Taxes.

(i) The Participant is ultimately liable and responsible for any or all income tax, social insurance, employment tax, payroll tax, payment on account or other tax-related items related to the Participant’s participation in the 2010 Plan and legally applicable to the Participant (“Tax-Related Items”) in connection with the MVSSAR and, regardless of any action the Corporation, the Participant’s employer (the “Employer”) or any Subsidiary takes with respect to the Tax-Related Items, the Participant acknowledges that the ultimate liability for the Tax-Related Items is and remains the Participant’s responsibility and may exceed the amount, if any, actually withheld by the Corporation, the Employer or any Subsidiary.

(ii) The Participant further acknowledges that:

(A) neither the Corporation, the Employer nor any Subsidiary makes any representation or undertaking regarding the treatment of any Tax-Related Items in connection with any aspect of the MVSSAR, including, but not limited to, the grant, vesting, assignment, release or cancellation of the MVSSAR, the delivery of the Common Shares upon exercise of the MVSSAR, the subsequent sale of any Common Shares acquired upon exercise and the receipt of any dividends; and

(B) the Corporation, the Employer and/or any Subsidiary do not commit and are under no obligation to structure the terms of or any aspect of the MVSSAR to reduce or eliminate the Participant’s liability for the Tax-Related Items or achieve any particular tax result.

Further, if the Participant has become subject to tax in more than one jurisdiction between the Date of Grant and the date of any relevant taxable event, the Participant acknowledges that the Corporation, the Employer (or former employer, as applicable) and/or any Subsidiary may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

(iii) Prior to any relevant taxable or tax withholding event, as applicable, in connection with the MVSSAR (e.g., exercise) that the Corporation determines may result in any withholding obligation for the Tax-Related Items, the Participant must adequately arrange for the satisfaction of all Tax-Related Items in a manner acceptable to the Corporation. In this regard, the Participant authorizes the Corporation, the Employer and/or any Subsidiary, or their respective agents, upon the exercise of the Corporation’s sole discretion, to satisfy the obligations with regard to all Tax-Related Items by one or a combination of the following:

(A) withholding from any wages or other cash compensation paid to the Participant by the Corporation, the Employer and/or any Subsidiary; or

(B) to the extent Participant is a tax resident outside of Sweden, withholding from proceeds of the sale of Common Shares acquired upon exercise of the MVSSAR, either through a voluntary sale or through a mandatory sale arranged by the Corporation (on the Participant’s behalf pursuant to this authorization).

To avoid negative accounting treatment, the Corporation may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding amounts or other applicable withholding rates.

Finally, the Participant shall pay to the Corporation, the Employer and/or any Subsidiary any amount of Tax-Related Items that the Corporation, the Employer or any Subsidiary may be required to withhold or account for as a result of the Participant’s participation in the 2010 Plan that cannot be satisfied by the means previously described. No Common Shares will be delivered to the Participant or other person pursuant to the exercise of the MVSSAR until the Participant or other person has made arrangements acceptable to the Corporation for the satisfaction of the Participant’s obligations in connection with the Tax-Related Items.

(e) Certificates. As soon as practicable after the Participant’s notice of exercise described in Section 4(a) above has been received by the Corporation and any condition of the exercise described in Section 4(d) or 4(e) above has been fulfilled, the Corporation shall deliver to the Participant a stock certificate representing the Common Shares to be issued under the MVSSAR or its electronic equivalent.

6. Representations of Participant.

(a) Ownership of Shares. Following exercise of all or a portion of the MVSSAR, the Participant will be the owner of the Common Shares issued, free and clear of any liens or encumbrances, except for restrictions set forth in the 2010 Plan, any agreement among the Corporation’s stockholders, or otherwise referenced herein. The Participant agrees that this Agreement shall be applicable to such Common Shares.

(b) Electronic Delivery of Documents. The Participant agrees to accept by email, electronic submission or any other means requested by the Company all documents relating to the Corporation, the 2010 Plan or this MVSSAR and all other documents that the Corporation is required to deliver to its security holders (including, without limitation, disclosures that may be required by the U.S. Securities and Exchange Commission). The Participant also agrees that the Corporation may deliver these documents by posting them on a website maintained by the Corporation or by the Administrator. If the Corporation posts these documents on a website, it will notify the Participant by email. The Participant acknowledges that he or she may incur costs in connection with electronic delivery, including the cost of accessing the internet and printing fees, and that an interruption of internet access may interfere with the Participant’s ability to access the documents. This consent will remain in effect until the Participant gives the Corporation written notice that it should deliver paper documents.

(c) Insider Trading Policy. The Participant acknowledges that Participant is required as a condition of employment and as a condition to receiving this Award to comply with the Corporation’s Securities Trading Policy. Participant acknowledges that Participant may not sell the Common Shares during certain periods as set forth in the Corporation’s Securities Trading Policy.

7. Nature of Award. In accepting the MVSSAR, the Participant acknowledges that:

(a) the 2010 Plan is established voluntarily by the Corporation, is discretionary in nature, and may be amended, suspended or terminated by the Corporation at any time;

(b) the grant of the MVSSAR is voluntary and occasional and does not create any contractual or other right to receive future grants of MVSSARs, or benefits in lieu of MVSSARs, even if MVSSARs have been granted repeatedly in the past;

(c) all decisions with respect to future MVSSAR grants, if any, will be at the sole discretion of the Corporation;

(d) the Participant’s participation in the 2010 Plan is voluntary;

(e) the Participant’s participation in the 2010 Plan shall not create a right to further employment with the Employer and shall not interfere with the ability of the Employer to terminate the Participant’s employment or service relationship (if any) at any time;

(f) the MVSSAR and any Common Shares acquired under the 2010 Plan are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Employer, the Corporation, or any Subsidiary, and that are outside the scope of the Participant’s employment or service contract, if any;

(g) the MVSSAR and any Common Shares acquired under the 2010 Plan are not intended to replace any pension rights or compensation;

(h) the MVSSAR and any Common Shares acquired under the 2010 Plan are not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Employer, the Corporation or any Subsidiary;

(i) the future value of the Common Shares underlying the MVSSAR is unknown and cannot be predicted with certainty;

(j) if the underlying Common Shares do not increase in value, the MVSSAR will have no value;

(k) if the Participant exercises the MVSSAR (including as a result of an automatic exercise under to Section 4(c) above) and acquires Common Shares, the value of such Common Shares may increase or decrease in value, even below the Grant Price;

(l) no claim or entitlement to compensation or damages shall arise from termination of the vesting of the MVSSAR or cancellation of the MVSSAR following termination of the Participant’s active service (for any reason whatsoever, whether or not in breach of local labor laws and whether or not later found to be invalid) and in consideration of the grant of the MVSSAR under the 2010 Plan to which the Participant is otherwise not entitled, the Participant irrevocably agrees never to institute any claim against the Corporation or the Employer, waives his or her ability, if any, to bring any such claim, and releases the Corporation and the Employer from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the 2010 Plan, the Participant shall be deemed irrevocably to have agreed not to pursue such claim and agrees to execute any and all documents necessary to request dismissal or withdrawal of such claims;

(m) the Corporation is not providing any tax, legal or financial advice, nor is the Corporation making any recommendations regarding the Participant’s participation in the 2010 Plan or the Participant’s sale of Common Shares; and

(n) the Participant is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding participation in the 2010 Plan before taking any action related to the 2010 Plan.

8. Data Privacy Notice and Consent. The Participant hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Participant’s personal data as described in this Agreement by and among, as applicable, the Employer, the Corporation and any Subsidiary for the exclusive purpose of implementing, administering and managing the Participant’s participation in the 2010 Plan.

The Participant understands that the Corporation and the Employer may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance or other identification number, salary, nationality, job title, any Common Shares or directorships held in the Corporation or any Subsidiary, details of all MVSSARs or any other entitlement to Common Shares awarded, canceled, exercised, vested, unvested or outstanding in the Participant’s favor, for the exclusive purpose of implementing, administering and managing the 2010 Plan (“Personal Data”).

The Participant understands that Personal Data will be transferred to the Administrator or to any other third party assisting in the implementation, administration and management of the 2010 Plan. The Participant understands that the recipients of the Personal Data may be located in the Participant’s country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than the Participant’s country. The Participant understands that he or she may request a list with the names and addresses of any potential recipients of Personal Data by contacting the Participant’s local human resources representative. The Participant authorizes the Corporation, the Administrator and any other recipients of Personal Data which may assist the Corporation (presently or in the future) with implementing, administering and managing the 2010 Plan to receive, possess, use, retain and transfer Personal Data, in electronic or other form, for the purposes of implementing, administering and managing the Participant’s participation in the 2010 Plan, including any

requisite transfer of Personal Data as may be required to a broker or other third party with whom the Participant may elect to deposit any Common Shares purchased upon exercise of the MVSSAR. The Participant understands that Personal Data will be held only as long as is necessary to implement, administer and manage the Participant’s participation in the 2010 Plan. the Participant understands that he or she may, at any time, view Personal Data, request additional information about the storage and processing of Personal Data, require any necessary amendments to Personal Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing the Participant’s local human resources representative. The Participant understands that refusal or withdrawal of consent may affect the Participant’s ability to participate in the 2010 Plan. For more information on the consequences of the Participant’s refusal to consent or withdrawal of consent, the Participant understands that he or she may contact his or her local human resources representative.

9. Notices. Any notice given hereunder must be in writing and shall be deemed given when either personally delivered or on the day of posting sent through the post by registered or certified mail, return receipt requested, postage prepaid, addressed to the parties to whom such notice is being given at the following addresses:

As to the Corporation:	Qlik Technologies Inc.
	150 N. Radnor Chester Road, Suite E220
	Radnor, Pa. 19087
	Attention: General Counsel
As to the Participant:	last address shown on the books of the Corporation

10. Failure to Close; Remedies. In the event that the Corporation or the Participant shall fail or refuse for any reason whatsoever to close the sale or repurchase of Common Shares acquired under this Agreement as the Corporation or the Participant is obligated by this Agreement, then the other party to the sale or repurchase (the “non-defaulting party”) shall have the right to exercise any one or more of the following rights and remedies:

(a) The non-defaulting party shall have the right to recover damages from the defaulting party for any loss or damage, including reasonable attorneys’ fees, sustained by the non-defaulting party as a result of such default.

(b) The non-defaulting party shall have the right to specifically enforce this Agreement by seeking an injunction prohibiting the defaulting party from violating the terms of this Agreement and requiring the defaulting party to purchase or sell the Common Shares, as the case may be.

The rights and remedies of the non-defaulting party under this Section 10 are cumulative and not alternative and shall be in addition to any and all other rights and remedies available to the non-defaulting party at law or in equity.

11. Transfer of MVSSAR. Nothing contained in this Agreement shall be construed or interpreted so as to authorize or permit the Participant to transfer the MVSSAR by gift to any person or entity. Prior to the Participant’s death, only the Participant may exercise the MVSSAR. The Participant cannot transfer or assign the MVSSAR. For instance, the Participant may not sell the MVSSAR or use it as security for a loan. If the Participant attempts to do any of these things, the MVSSAR will immediately become invalid. The Participant may, however, dispose of the MVSSAR in the Participant’s will. Regardless of any marital property settlement agreement, the Corporation is not obligated to honor a notice of exercise from the Participant’s former spouse, nor is the Corporation obligated to recognize the Participant’s former spouse’s interest in the MVSSAR in any other way.

12. Entire Agreement. This Agreement and the 2010 Plan contain the entire understanding and agreement by and between the parties hereto relating to the subject matter hereof and all prior or contemporaneous oral or written agreements or instruments are merged herein. No amendment to or modification of this Agreement shall be effective unless the same is in writing and signed by all parties hereto. No waiver by any party of any breach by the other of any provision of this Agreement shall be deemed to be a waiver of any other breaches thereof or the waiver of any such or other provision of this Agreement. Subject to the restrictions on assignment and transfer set forth hereinabove, this Agreement shall be binding upon and inure to the benefit of the parties hereto, their estates, personal representatives, successors and assigns.

13. Severability. If any provision of this Agreement is declared invalid or unenforceable as a matter of law, such invalidity or unenforceability shall not affect or impair the validity or enforceability of any other provisions of this Agreement or the remainder of this Agreement as a whole.

14. Applicable Law and Venue. The validity, construction, interpretation or performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware (without regard to their choice-of-law provisions).

For purposes of litigating any dispute that arises under this grant or the Agreement, the parties hereby submit to and consent to the jurisdiction of the State of Pennsylvania, agree that such litigation shall be conducted in the courts of Delaware County, Pennsylvania, or the federal courts for the United States for the Eastern District of Pennsylvania, where this grant is made and/or to be performed.

15. Construction. Section headings and subheadings have been inserted herein for convenience only and shall not be deemed to have any legal effect whatever in the interpretation of this Agreement. As used herein, the singular shall include the plural, and the plural and singular. The word “any” means one or more or all, and the conjunction “or” includes both the conjunctive and disjunctive.

16. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original, and all of which taken together shall constitute one and the same instrument.

17. No Rights as a Stockholder Until Exercise. Under the 2010 Plan, neither the Participant nor, if applicable, his or her personal representative, shall be nor have any rights or privileges of a stockholder of the Corporation with respect to any Common Shares which may be acquired upon the exercise of the MVSSAR, in whole or in part, prior to the date upon which the MVSSAR is actually exercised for such shares in accordance with the provisions of Section 4 hereof and the certificates or their electronic equivalent representing such shares are issued.

18. Appendices. Notwithstanding any provisions in this Agreement, the MVSSAR shall be subject the terms and conditions set forth in the Appendix to this Agreement. Moreover, if Participant relocates to a country outside of Sweden, the terms and conditions for such country will apply to Participant, to the extent the Corporation determines that the application of such terms and conditions is necessary or advisable in order to comply with local law or facilitate the administration of the 2010 Plan. The Appendix constitutes part of this Agreement.

19. Imposition of Other Requirements. In addition, the Corporation reserves the right to impose other requirements on the MVSSAR and the Common Shares issued upon exercise of the MVSSAR, to the extent the Corporation determines it is necessary or advisable in order to comply with local laws or facilitate the administration of the 2010 Plan, and to require Participant to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

20. Language. If Participant has received this Agreement, or any other document related to the MVSSAR and/or the 2010 Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

21. Adjustments; Corporate Transaction. In the event of a stock split, a stock dividend or a similar change in Corporation stock, the number of Common Shares covered by the MVSSAR and the Grant Price will be adjusted pursuant to the 2010 Plan. In addition, in the event the Corporation is party to certain corporate transactions, the MVSSAR will be subject to, and may be adjusted, amended or terminated in accordance with, the 2010 Plan.

22. Other restrictions attaching to shares of the Corporation’s Common Stock. Common Shares issued and delivered under the 2010 Plan shall be subject to such stop-transfer orders and other restrictions as the Committee may deem advisable under the rules, regulations and other requirements of the U.S. Securities and Exchange Commission, any stock exchange upon which the Common Shares are then listed, any applicable federal or state laws, and any other written restrictions or agreements with respect to the Common Shares and the Committee may cause a legend or legends to be placed on the certificate or certificates representing any such shares to make appropriate reference to any such restrictions. In making such determination, the Committee may rely upon an opinion of counsel for the Corporation.

IN WITNESS WHEREOF, the Corporation and the Participant have caused the execution of this Agreement as of the date hereof, each intending to be legally bound hereby.

QLIK TECHNOLOGIES INC.	Date of signature:  _____ __, 20_____
PARTICIPANT	Date of signature:  _____ __, 20_____

QLIK TECHNOLOGIES INC.
2010 Omnibus Equity Incentive Plan

APPENDIX
MAXIMUM VALUE STOCK-SETTLED STOCK APPRECIATION RIGHT AWARD AGREEMENT

Terms and Conditions.

This Appendix includes additional terms and conditions that govern the MVSSAR granted to the Participant under the 2010 Plan if he/she resides in Sweden. Certain capitalized terms used but not defined in this Appendix have the meanings set forth in the 2010 Plan and/or the Agreement.

Notifications.

This Appendix also includes information regarding exchange controls and certain other issues of which the Participant should be aware with respect to the Participant’s participation in the 2010 Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of June 2011. Such laws are often complex and change frequently. As a result, the Corporation strongly recommends that the Participant not rely on the information in this Appendix as the only source of information relating to the consequences of the Participant’s participation in the 2010 Plan because the information may be out of date at the time that the MVSSAR is exercised or Common Shares acquired under the 2010 Plan are sold.

In addition, the information contained herein is general in nature and may not apply to the Participant’s particular situation and the Corporation is not in a position to assure the Participant of any particular result. Accordingly, the Participant is advised to seek appropriate professional advice as to how the relevant laws in the Participant’s country may apply to his/her situation.

Finally, if the Participant is a citizen or resident of a country other than the one in which the Participant is currently working, transfers employment after the Date of Grant, or is considered a resident of another country for local law purposes, the notifications contained in this Appendix may not be applicable to him or her. In addition, the Corporation shall, in its discretion, determine to what extent the terms and conditions contained herein shall be applicable to the Participant.

Sweden

Terms and Conditions

Form of Payment.

Notwithstanding any discretion in the Agreement and Section 7.6 of the 2010 Plan, MVSSARs granted to Participants in Sweden shall be paid in Common Shares only and do not provide any right for the Participant to receive a cash payment.

Withholding Taxes.

Notwithstanding any discretion in the Agreement and Section 14.2 of the 2010 Plan, the obligation for Tax-Related Items due in connection with the grant of MVSSARs to Participants in Sweden may only be satisfied by withholding from any wages or other cash compensation paid to the Participant by the Corporation, the Employer and/or any other Subsidiary.

EX-10.21.E

Exhibit 10.21E

Qlik Technologies Inc. 2010 Equity Incentive Plan:

Notice of Employee Stock Unit Award

Qlik Technologies Inc. (the “Company”) grants the following individual units representing shares of the Company’s Common Stock of on the following terms:

Name of Recipient (“you”):	«Name»
Total Number of Units Granted:	«TotalUnits»
Date of Grant:	«DateGrant»
Vesting Commencement Date:	«VestDay»
Vesting Schedule:	Provided you remain in continuous “Service” (as defined in the Plan), 25% of the units subject to this award will vest on each of the first, second, third and fourth anniversary of the Vesting Commencement Date listed above.

You and the Company agree that these units are granted under and governed by the terms and conditions of the 2010 Equity Incentive Plan (the “Plan”) and the Stock Unit Terms & Conditions, both of which are attached to and made a part of this document. In accepting this award and the benefits it conveys, you are also accepting all the terms and conditions of this award as set forth in these documents.

You further agree to accept by email, electronic submission or any other means requested by the Company all documents relating to the Company, the Plan or this award and all other documents that the Company is required to deliver to its security holders (including, without limitation, disclosures that may be required by the Securities and Exchange Commission). You also agree that the Company may deliver these documents by posting them on a website maintained by the Company or by a third party under contract with the Company. If the Company posts these documents on a website, it will notify you by email. You acknowledge that you may incur costs in connection with electronic delivery, including the cost of accessing the internet and printing fees, and that an interruption of internet access may interfere with your ability to access the documents. This consent will remain in effect until you give the Company written notice that it should deliver paper documents.

You further agree to comply with the Company’s Securities Trading Policy when selling shares of the Company’s Common Stock.

Qlik Technologies Inc.
 

By:  

Title: 

Qlik Technologies Inc. 2010 Equity Incentive Plan:

Stock Unit Terms and Conditions

Payment for Units	No payment is required for the units that you are receiving.
Vesting	The units vest as shown in the Notice of Stock Unit Award.
	No additional units vest after your Service has terminated for any reason.
Forfeiture	If your Service terminates for any reason, then your units will be forfeited to the extent that they have not vested before the termination date and do not vest as a result of the termination. This means that any units that have not vested under this Agreement will immediately be cancelled. You receive no payment for units that are forfeited. The Company determines when your Service terminates for this purpose.
Leaves of Absence and Part-Time Work	If you go on a leave of absence, then the vesting schedule specified in the Notice of Stock Unit Award may be adjusted in accordance with the terms of your leave.
Settlement of Units	Each of your units will be settled when it vests. At the time of settlement, you will receive one share of the Company’s Common Stock for each vested unit. The shares to be issued upon vesting of the units will be issued as soon as reasonably practicable on or following the vesting date and, unless applicable law requires otherwise, will in all events be issued within 30 days of such vesting date.
Section 409A	This paragraph applies only if the Company determines that you are a “specified employee,” as defined in the regulations under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), at the time of your “separation from service,” as defined in those regulations, and if the units are deemed to be “nonqualified deferred compensation” under Code Section 409A. If this paragraph applies, then any units that otherwise would have been settled during the first six months following your separation from service will instead be settled during the seventh month following your separation from service, unless the settlement of those units is exempt from Section 409A of the Code or unless the event triggering vesting is an event other than your separation from service.

2

Nature of Units	Your units are mere bookkeeping entries. They represent only the Company’s unfunded and unsecured promise to issue shares of Common Stock (or distribute cash) on a future date. As a holder of units, you have no rights other than the rights of a general creditor of the Company.
No Voting Rights or Dividends	Your units carry neither voting rights nor rights to cash dividends. You have no rights as a stockholder of the Company unless and until your units are settled by issuing shares of the Company’s Common Stock.
Units Nontransferable	You may not sell, transfer, assign, pledge or otherwise dispose of any units. For instance, you may not use your units as security for a loan.
Beneficiary Designation	You may dispose of your units in a written beneficiary designation. A beneficiary designation must be filed with the Company on the proper form. It will be recognized only if it has been received at the Company’s headquarters before your death. If you file no beneficiary designation or if none of your designated beneficiaries survives you, then your estate will receive any vested units that you hold at the time of your death.
Withholding Taxes	No stock certificates or cash will be distributed to you unless you have made arrangements satisfactory to the Company, in its sole discretion as to method, for the payment of withholding taxes, if any, that are due as a result of the vesting or settlement of this award.
Restrictions on Resale	You agree not to sell any shares at a time when applicable laws, Company policies or an agreement between the Company and its underwriters prohibit a sale. This restriction will apply as long as your Service continues and for such period of time after the termination of your Service as the Company may specify.
Service Conditions	Your award or this Agreement does not give you the right to continue in Service. Subject to applicable law, the Company and its subsidiaries reserve the right to terminate your Service at any time, with or without cause.
Adjustments	In the event of a stock split, a stock dividend or a similar change in Company stock, the number of your units will be adjusted accordingly, as the Company may determine pursuant to the Plan.
Effect of Merger	If the Company is a party to a Corporate Transaction, then your units will be subject to the applicable provision of the Plan, provided that any action taken must either (a) preserve the exemption of your units from Section 409A of the Code or (b) comply with Section 409A of the Code.

3

Applicable Law	This Agreement will be interpreted and enforced under the laws of the State of Delaware (without regard to their choice-of-law provisions).
The Plan and Other Agreements	The text of the Plan is incorporated in this Agreement by reference. The Plan, this Agreement and the Notice of Stock Unit Award constitute the entire understanding between you and the Company regarding this award. Any prior agreements, commitments or negotiations concerning this award are superseded. This Agreement may be amended only by another written agreement between the parties.

4

EX-10.43

Exhibit 10.43

[logo]	LEASE OF PREMISES	p 1(4)
FASTIGHETSÄGARNA		No. 6710-101

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Landlord	Fastighets AB Remulus Lund 3			Personal identity no./Business registration no. 556686-2404
Tenant	Qliktech International AB			Personal identity no./Business registration no. 556472-2691
Address of premises etc.	Municipality Lund			Property Forskaren 3
	Street Scheelevägen			Floor, building nr          Flat number
	Address for notices Scheelevägen, 223 63 LUND
State and use of premises	The premises and connected areas are used in their current state, unless otherwise stated, as: OFFICES, RESEARCH AND DEVELOPMENT
Size and extent of premises	Shop areas Floor | m2	Office areas Floor | m2     Floor | m2 1-4     5069		Storage area Floor | m2	Other areas Floor | m2
	The areas above     o have     þ have not been measured in connection with the conclusion of this agreement.
	If the area of the premises as stated herein is incorrect, this does not entitle the tenant to repayment or the landlord to a higher rent, respectively.
	þ the leased premises have been marked on the attached drawing(s).      Attachment 4
	access by vehicles for loading and unloading o	space for a sign þ	space for show-case/vending machine o	parking spaces for þ 102 vehicles	garage spaces for o vehicles	o
Furnishings etc.	The premises are leased Attachment
	þ without furnishings for any specific type of activities			o   with furnishings for a specific type of activities as per an attachment
	At the end of the lease, the tenant shall, unless otherwise agreed, remove the tenant’s belongings and restore the premises to an acceptable state.
	The parties agree that they shall, on the last day of the lease at the latest, carry out an inspection of the premises.
	If as a result of the tenant’s action – taken with or without the landlord’s consent – the premises contain materials, at the end of the lease, in respect of which it was not been specifically agreed that the tenant shall be responsible, the tenant shall remove the materials or compensate the landlord for costs incurred to remove these, such as refuse tax, costs of transport and dumping or the like.
Telephone lines	þ the tenant shall pay for installation of landlines required from the point of connection identified by the operator to the location in the premises chosen by the tenant in agreement with the landlord.
	o the landlord shall pay for the installation of landlines up to the premises. The installation of cables within the premises shall be arranged and paid for by the tenant but shall be agreed with the landlord.
Lines for data communication	þ the tenant shall pay for installation of cables required from the point of connection identified by the operator to the location in the premises chosen by the tenant in agreement with the landlord.
	o the landlord shall pay for the installation of cables up to the premises. The installation of cables within the premises shall be arranged and paid for by the tenant but shall be agreed with the landlord.
Term	From May 1, 2011			To April 30, 2019
Notice of termination/extension	This lease may be terminated by written notice at least 12 months before the expiry of the lease otherwise the lease shall be renewed for another 3 years on each occasion
Heating and hot water	The heating of the premises shall be the responsibility of the     þ landlord     o tenant Hot water     þ shall be available all year     o shall not be available

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign
[initials] Sign
[initials]

LEASE OF PREMISES	p 2(4)
	No. 6710-101

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Rent	Kronor (SEK ) 9 396 600     per year which constitutes o total rent     þ rent excluding the additions below
Index clause	þ Amendment of said rent will be made in accordance with the attached index clause     Attachment 2
Cost of heating and hot water	þ The amount charged for heating/fuel will be established on the basis of the attached clause      Attachment 2
Water	þ The amount charged for water will be established on the basis of the attached clause      Attachment 2
Cooling Ventilation	þ The amount charged for special cooling and ventilation will be compensated      Attachment 2 on the basis of the attached clause
Electricity	o is included in the rent		þ the tenant has an individual subscription
Cleaning of stairways	o is included in the rent		þ is arranged and paid for by the tenant
Packaging and removal of refuse	To the extent that it is the landlord’s responsibility to provide space for storage of refuse and packaging and to arrange removal of such refuse, it is the responsibility of the tenant to sort and place refuse in the vessels provided in the appropriate location and to cooperate in any further separation at source as the landlord may decide.
	Packaging and removal of refuse and
	o is included in the rent
	o is arranged and paid for by the tenant (however it is the landlord’s responsibility to provide appropriate vessels and space for refuse)
	þ is included in the rent in relation to specific types of refuse described below. It is the tenant’s responsibility to arrange and pay for collection, sorting, storage and transport of refuse types which are not described below.
	þ household waste	þ fluorescent light-bulbs	o hard plastic packaging
	o bulky refuse	o metal packaging	o   hazardous waste under Ordinance 1996:971 regarding hazardous waste
	o biodegradable refuse	þ uncolored glass packaging	o
	þ newspapers	þ colored glass packaging	þ Normal office waste
	þ batteries	þ paper packaging	o
Removal of snow and sanding	þ is included in the rent	o is arranged and paid for by the tenant	o as per attachment                  Attachment
Property tax	o is included in the rent	þ is paid under a separate agreement	Attachment 2
Unforeseen expenses	If unforeseen property costs arise after the conclusion of this agreement due to
	a)  introduction of a new, or increase in an existing, tax, fee or other cost specific to the property as decided by Parliament, the Government, the municipality or other authority
	b)    general reconstruction or renovation of the property, not specific to the premises, which the landlord must carry out as a result of a decision by Parliament, the Government, the municipality or other authority
	the tenant shall, as of the date of increase of the costs, pay the landlord compensation in an amount proportionate to share of the premises in the total annual increase of such costs for the property.
	The share of the premises is                     %. If the share is not specified, the share shall be the amount of rent paid in respect of the premises (excluding VAT) in relation to the total rents paid in respect of the property at the time of the cost increase. For un-let premises, the rent is estimated on the basis of the market rent.
	Tax under a) above does not include VAT or property tax to the extent this is paid under a separate agreement. Unforeseen expenses include costs which, as of the date hereof have not been decided under a) or b). Compensation is paid according to the provisions below regarding payment of rent.

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign
[initials] Sign
[initials]

LEASE OF PREMISES	p 3(4)
	No. 6710-101

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

VAT	þ The property owner/landlord is VAT registered and must charge VAT for the lease of the premises. The tenant shall in addition to the rent pay VAT due on each occasion
	o If the property owner/landlord becomes liable to charge VAT for the lease of the premises, the tenant shall in addition to the rent pay VAT due on each occasion
	VAT payable at the same time as rent is calculated in relation to the rent and, in accordance with rules applicable at each relevant time to the payment of VAT in respect of rent, if applicable, in relation to other fees and charges paid under the lease agreement.
	If the landlord, as a result of the tenant’s independent action — such as sublease of the premises (including sublease to tenant’s own company) or assignment — becomes liable to reimbursement of VAT under applicable VAT regulations, the tenant shall fully compensate the landlord for the amount reimbursed. The tenant shall also compensate the landlord for the cost increase resulting from the landlord’s loss of right to deduct VAT from the costs of operation arising as a result of the tenant’s action.
Payment of rent	Rent is paid without a request for payment            Postgiro number   Bankgiro number
	on the last weekday before the start of each                                             5283-3829
	o calendar month þ calendar quarter     by transfer to
Payment reminder	In case of late payment, the tenant shall pay statutory interest, as well as compensation for costs of a written reminder according to the act regarding compensation for debt collection etc. The amount charged for the cost of a written reminder shall be, on each occasion, as per the ordinance on compensation for debt collection etc.
Maintenance etc.	o The landlord shall be responsible for necessary     However, the tenant shall be responsible for       Attachment
	maintenance of the premises and furnishings
	The tenant shall arrange and pay      tenant’s responsibility also includes      Attachment
	for necessary maintenance of o floor surfaces, walls, ceilings and furnishings provided by the landlord
	If the tenant neglects his responsibility in respect of maintenance of the premises and fails within a reasonable period of time to correct this or to notify the landlord, the landlord has a right to perform the tenant’s obligations at the tenant’s cost.
	þ The allocation of responsibilities is set out in an attachment           Attachment 5
Management and operation	Unless otherwise agreed, it is the landlord’s responsibility, if applicable, to provide for the care, operation and maintenance of communal areas.
	The tenant may not, without the written consent of the landlord, in the premises or elsewhere in the property, carry out fitting, installation or alteration works, affecting supporting parts of the construction or installations which are significant to the operation of the property, such as plumbing, ventilation, electricity, etc., belonging to the landlord.
	Sprinkler heads and ventilation systems may not be built into the furnishings by the tenant in such a way that the effect of such systems is reduced. When performing fitting works, the tenant shall make sure that the function of radiators and other heating equipment is materially preserved.
Audit inspections	If faults and defects are detected during an audit requested by a relevant authority of electricity and sprinkler systems belonging to the tenant, the tenant shall, at his own cost, within the period of time prescribed by the authority, carry out the measures requested. If the tenant fails to remove the faults or defects within the period of time required by said authority, the landlord shall have a right to remove such faults and defects as required by the authority at the tenant’s cost.
Access to certain areas	Areas which may need to be accessed by janitors and staff from the Energiverket, VA-verket, Telia AB or equivalent, shall be kept easily accessible by the tenant, and access to such areas shall not be blocked by cupboards, crates, goods and the like.
Construction materials declarations	If the tenant, in accordance herewith, or with other relevant provisions, carries out maintenance, improvement or alteration works with respect to the premises, the tenant shall, in good time prior to the start of such works, provide to the landlord — to the extent they are available — descriptions of the materials and products which will be added to the building.
Planning and Building -fees	If the tenant carries out alterations in the premises without a required building permit, and the landlord as a result thereof is forced to pay a building fee or additional fee under the Planning and Building Act, the tenant shall reimburse the landlord for these.
Rent reduction	The tenant has no right to reduced rent during the period of time when the landlord is having works carried out to put the premises in the state agreed, or other works specially specified in the agreement.
	o The tenant’s right to reduced rent when the landlord performs            Attachment customary maintenance works on the premises or the property is governed by an attachment
Official requirements, etc	It is the responsibility of o the landlord þ the tenant to arrange and pay for any measures which may be required by any insurance company, town planning committee, environmental committee, fire authority or other authority after the date of access, in relation to the premises for their proposed use. The tenant shall confer with the landlord prior to undertaking any measures.

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign	Sign
[initials]	[initials]

LEASE OF PREMISES	p 4(4)
	No. 6710-101

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Signs, awnings, windows, doors, etc.	The tenant shall have the right, upon consultation with the landlord, to place a signboard, as customary for the tenant’s activities, provided that the landlord does not have a justified reason for refusal and that the tenant has all the required permits from relevant authorities. Upon vacation of the premises, the tenant shall restore the façade of the building to an acceptable state.
	In the case of significant maintenance works such as renovation of the building’s façade, the tenant shall be responsible, at his own cost, for removing and refitting any sign boards, awnings, and antennas.
	The landlord undertakes not to install vending machines or showcases on the outside walls of the premises leased to the tenant without the tenant’s consent and grants the tenant the option to install vending machines and show cases on these walls.
	o The landlord
	þ The tenant
		shall be liable for any damage caused by the actions of
		þ windows      o shop windows      þ entrance doors
		þ signboards   o
	o The tenant shall provide insurance against any damage to the glass in all of the display windows and entrance doors of the premises.
Locks	o The landlord þ The tenant shall provide the premises with all locks and safety equipment required by the tenant’s business- or corporate insurance.
Force majeure	The landlord shall be released from his obligation to perform hereunder and shall not be held liable for any damages if the performance of the landlord’s obligations hereunder becomes impossible, or possible only at abnormally high cost, as a result of war or civil unrest, blockade, fire, explosion, or measures taken by an official authority, over which the landlord has no control and which he has not been able to foresee.
Security	This lease shall be valid on condition that security in the form of          Attachment
	o a bank guarantee o other guarantee o submitted no later than
Special provisions	Attachments 1-6 to this lease shall apply as if they are integral parts of this lease.
Signature	This lease, which may not be registered without special consent, has been made in two identical copies, one for each party hereof. This lease replaces all previous agreements between the parties concerning the subject matter hereof.

Place, date	Place, date
Lund, June 23, 2011	Lund, June 23, 2011
Landlord	Tenant
Fastighets AB Remulus Lund 3	Qliktech International AB
[illegible signatures]	[illegible signature]
Name	Name
Andreas Lundberg	Lars Björk
Staffan Haglind

Agreement regarding moving out Due to an agreement reached today, this lease loses validity as of     on which date the tenant undertakes to vacate the premises.

Place, date	Place, date
Landlord	Tenant

Assignment	This lease is assigned as of, and including,          to
	Assigning (leaving) tenant	Assignee tenant     Personal identity/registration number
The above assignment is approved	Place, date	Landlord

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

	ATTACHMENT 1 1(5)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN,
	CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-101

1 SCOPE AND USE OF PREMISES

Pursuant to this lease, the areas set out below are leased. The premises will be used as offices, research and development, for the purpose of the tenant’s own business.

The scope and use of the premises:

	Area (m2) BRA
Floor	(Usable floor area)		Use
1		1278	Office
2		1263	Office
3		1264	Office
4		1264	Office
TOTAL		5069

The scope of the leased premises has been marked on the attached drawings, Attachment 4.

The signatory of this Lease shall be the person who runs the business in the premises as per the above. Otherwise the tenant shall apply for voluntary tax liability for lease (subleasing). Such sublease may not take place without the consent of the landlord.

2 ENVIRONMENTAL IMPACT

The tenant shall, prior to the date of entry, obtain the required permits for the business which it operates in the premises and the property and shall be responsible for running the business in accordance with laws, regulations and rules applicable to the business.

The tenant has a duty to notify the landlord immediately of applications made for permits and decisions and results thereof.

The tenant shall immediately notify the landlord of any contamination or other substance that is discovered or present in the premises and may result in damage or inconvenience to health or the environment.

If an injunction, penalty or fine is issued against the landlord because of nuisance and/or damage for which the tenant is responsible according to environmental legislation applicable at any given time, and which arose as a consequence of the tenant’s present or past business in the premises, the tenant undertakes to indemnify the landlord. This obligation also applies after the termination of the lease.

In the event the tenant takes any after-treatment measures in the premises, the tenant undertakes not to file any claims against the landlord in connection with such measures unless such measures would otherwise have been the duty of the landlord pursuant to applicable legislation. [initials]

Lease 6710-101 [initials]

	ATTACHMENT 1 2(5)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN,
	CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-101

The vacating examination, see Attachment 3 Clause 6, shall include an examination of substances hazardous to the environment or health. Required remedial action or other measures shall be arranged and paid for by the tenant if such substances are related to the tenant. Measures will be taken following consultation with the landlord.

3 DESIGN AND CONDITION OF PREMISES

The premises, together with associated spaces, are leased in their current condition. The landlord shall adjust the premises after the tenant’s requirements in accordance with Attachment 4, drawings. The adjustment is to be carried out in accordance with the provisions of Attachment 6, Technical description, and otherwise in accordance with the property’s current standard.

The furniture apparent on the drawings in Attachment 4 is not included in the lease.

Regardless of the design and condition of the premises, the landlord shall be entitled to complete any changes or additions for architectural or similar reasons or as required by relevant authorities. In such cases, reasonable regard shall be given to the wishes of the tenant.

4 OPERATION

The property’s basic installations with respect to cooling and ventilation provided by the landlord shall be operational between 8 AM and 8 PM weekdays. The tenant and the landlord shall discuss the period of operation and shall adjust it according to the times when the premises are actually used. Outside these times, ventilation and cooling can be controlled manually. During maintenance and conversion works requiring stoppages during normal office hours, the landlord shall inform the tenant with sufficient notice, having regard to the nature of the business. The landlord shall consult with the tenant when such stoppages are planned so that these do not compromise the tenant’s safety and in order to have regard to the tenant’s business.

5 MAINTENANCE, ETC.

The allocation of responsibilities is described in more detail in the Demarcation List with respect to maintenance and operation, Attachment 5.

The Forskaren 3 block consists of two buildings, house 1 and house 2 (see Attachment 4, Situation Plan). House 1 shall be liable for 47% of the communal costs in the Forskaren 3 block.

The tenant shall not be entitled to any reduction of rent in respect of damage or infringement of its usufruct in connection with customary maintenance and operation or because of temporary interruptions in the provisions of heating, cooling, water, sewerage, power, ventilation etc.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1 3(5)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN,
	CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-101

Customary maintenance includes non-comprehensive maintenance resulting in the tenant being unable to use a significant part of the premises.

The landlord shall begin consulting with the tenant concerning maintenance works that affect the tenant in good time before the start of such works.

6 FIRE SAFETY

The tenant shall be responsible for the fire safety of its business in the leased premises in accordance with the Law on the Prevention of Accidents (LPA). This liability includes, for instance, ensuring that evacuation routes are kept clear and that fire extinguishers are kept functional. The landlord is responsible for the property’s fire protection in accordance with applicable regulations.

7 NOTICE OR CHANGES TO LEASED PREMISES

The tenant may, during the design phase, have an influence on the design of the premises to a limited extent, provided that the landlord so accepts.

The tenant shall give notice, in accordance with a time of notice plan, or, if notice is not included in the time of notice plan, and nothing else is otherwise agreed, within 5 working days of a request by the landlord. If no response is provided as above, the landlord shall have a right to choose the design in accordance with the agreed standard in order if possible to avoid financial consequences and/or delays in the project. After a notice has been submitted or the landlord has made the selection as per the above, the design shall be deemed to have been decided.

If the tenant’s notice result in a change of, or addition to, the contractual design, the landlord shall notify the tenant of this and this obligation shall be included on the ÄTA list for further negotiation, see below.

By ‘Changes and additions’ is meant: Alternative design or function, other than that previously agreed, decided or reported by the parties, requested by the tenant, or a notice leading to a change in duration and/or cost.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1 4(5)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN,
	CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-101

8 PROCUREMENT OF CHANGE OR ADDITION

The landlord shall be responsible for drawing up a current list of changes and additional works (the ÄTA- list) listing the changes and additions to the design requested by the parties under this lease. This list shall specify the current changes and additions under review as well as confirmed changes and additions including agreed payments. The ÄTA- list shall be continuously updated at program/user meetings.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1 5(5)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN,
	CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-101

9 PAYMENT OF COSTS OF CHANGES AND ADDITIONS

If a change or addition leads to increased costs, these shall be paid for as follows.

The parties shall agree on installment payments for changes and additions works as the work progresses. The final payment shall be made no later than one month after the completion of the measure in question.

10 COORDINATION OF THE TENANT’S WORK

The tenant shall have access to the premises during the conversion and has a right to begin its own work (side contractor, SC) only after agreement with the landlord and the latter’s main contractor. The tenant shall inform the landlord of the scope and duration of its own works before the procurement of these, and the tenant’s works shall be carried out in a manner that does not obstruct the work of the main contractor.

The tenant and the side contractor procured by the tenant shall undertake to accept the conditions imposed by the landlord via the main contractor before entry in the workplace. Such conditions relate to the regulations in the workplace, environmental requirements, access to production installations, industrial safety, contractual terms in connection with the Co-Determination Act, identity requirements and time of entry etc. so that the tenant’s works do not obstruct or disturb, but rather, can be coordinated with the landlord and the main contractor.

The tenant shall compensate the landlord for coordination of timing with the main contractor and for any potential costs, caused by his own works or that of the side contractor, that are incurred by the main contractor or the landlord and which may arise in connection with the tenant’s or the side contractor’s works and additional services such as waste disposal, additional cleaning, complementing paint works, piercing and fire sealing of installations, etc.

The main contractor shall be responsible for coordinating the timing of the tenant’s own works.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 2 1(2)
Tenant: Qliktech International AB
	RENT AND RENT SUPPLEMENTS
Property: Forskaren 3	Lease number: 6710-101

1 RENT AND INDEXATION

Basic rent (nine million three hundred ninety-six thousand six hundred) SEK 9,396,600 is adjusted to the index level (CPI) for the month of October 2007. The rent shall be variable per calendar year and is payable in one amount consisting of basic rent, increased proportionately by the change entailed by the consumer price index, total index, with 1980 as base. In order to set changes in the consumer price index the index amount for the month of October 2007 shall be compared with the same index for the month of October the year previous to the year in which the changed rent applies.

Rent due shall never be set lower than the rent amount stated in the contract.

2 HEATING, COOLING, POWER, VENTILATION, WATER AND SEWERAGE

The tenant shall, at the same time as paying rent, and as a supplement to this, pay compensation for the Landlord’s fixed and variable costs of heating, cooling, power, ventilation and water and sewerage.

Heating, cooling, power, ventilation and water and sewerage shall be payable as follows:

The landlord’s costs of heating, cooling, power, ventilation and water and sewerage in the property and the building are paid in part, by way of installment amounts adjusted in accordance with calculated costs in connection with payment of rent, and in part, by way of an annual final settlement. The final settlement shall be made in connection with the notice of rent for the 2^nd quarter in the subsequent calendar year.

The tenant is entitled however to sign its own subscriptions for the utilities mentioned above. The landlord shall be given access to information on current consumption.

3 POWER FOR THE BUSINESS

The tenant shall sign its own subscription for power which involves all parts of the property.

4 PROPERTY TAX AND OTHER FEES

As an addition to rent, the tenant shall, during the term of the lease and at the same time as rent payments, pay at each time 47% of the property tax, fees or charges payable with respect to the property, as decided by the parliament, the government, municipality or other authority. [initials]

[initials]

	ATTACHMENT 2 2(2)
Tenant: Qliktech International AB
	RENT AND RENT SUPPLEMENTS
Property: Forskaren 3	Lease number: 6710-101

5 INFORMATION CONCERNING THE TENANT’S OWN INVESTMENTS IN THE PREMISES

The tenant undertakes no later than January 31 each year to submit information regarding the investments (concerning renovations, retrofit, new constructions and the so-called widened repair deduction) made in the premises leased by the tenant during the previous calendar year. This information shall include:

• A description of the respective measure,

• Total expenditure on the respective investment,

• Total ingoing VAT applicable to the respective investment,

• Deducted ingoing VAT for the respective investment.

Lease XXX-XXX

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 3 1(3)
Tenant: Qliktech International AB
	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-101

1 TERM OF LEASE AND DATE OF ENTRY

The first day of the lease is called the date of entry, and as of this date, rent is payable. The tenant and the landlord have agreed that the landlord shall prepare the premises in accordance with Attachment 4, drawings.

The tenant is aware that during the conversion, access to the premises will be limited and that entry is subject to the landlord’s and the landlord’s main contractor’s consent. The tenant may access the premises to carry out its own works as described in Attachment 1, clause 10.

The conversion is planned to last approx. four (4) months.

The tenant undertakes, without compensation or reduction of rent, to accept that there is no access to the premises during such period other than as stated above. The tenant further undertakes, without compensation or reduction of rent, to accept any potential temporary installations, adjustment works, and complementary painting works etc., which are deemed normal in connection with moving in and also for a short duration after the date of entry. However, it is up to the landlord to ensure that such faults and deficiencies which may be significant for the tenant’s use of the premises are remedied without delay, having regard to the tenant’s business, and in such a way as not to compromise the tenant’s safety.

2 CONVERSIONS, ETC. DURING THE TERM OF THE LEASE

The tenant shall have a right, at his own cost, to carry out building, installation or furnishing works within the premises provided such works have been agreed in writing with the landlord. The tenant must also obtain the landlord’s approval of hired consultants and the contactor before these may start works.

Costs of investment, ingoing and deducted VAT under this clause, shall be reported according to Attachment 2 “Information concerning the tenant’s own investments in the premises”.

Works shall be carried out to a professional standard and in accordance with applicable laws, standards and constitutions as well as the property’s environmental standard. The tenant shall also obtain and pay for required permits from relevant authorities and pay for the changes in the premises’ relationship drawings caused by the works. The tenant shall be responsible for and/or pay compensation to the landlord for any damage and additional costs which such conversion works may cause. Following a completed conversion under this clause, the tenant shall be responsible for updating the relationship drawings for the premises. [initials]

[initials]

	ATTACHMENT 3 2(3)
Tenant: Qliktech International AB
	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-101

Unless otherwise agreed in writing in connection with the approval of the measure as per the above, the measure shall be restored by the tenant on vacating the premises.

3 INSURANCE

The tenant undertakes, for the duration of the term of the lease, to conclude and maintain in-force standard property insurance. The tenant shall bear any costs arising as a result of the tenant’s changed business in relation to the plans as at the date of entry according to Attachment 1 clause 1.

The tenant must have satisfactory insurance, including liability insurance, with respect to the business that the tenant runs in the premises.

The tenant shall bear the costs of insuring property belonging to the tenant, liability insurance and other satisfactory insurance associated with the tenant’s business.

4 REGISTRATION CERTIFICATE

The tenant must once per annum notify the landlord of all changes notified to the Swedish Companies Registration Office entailing an amended certificate of registration and change of ownership.

The notice shall be made in writing by the tenant sending a new certificate of registration or a certificate of amendment to the landlord reflecting such changes.

5 ADDRESS

Qliktech International AB, Scheelevägen 24-26, 223 63 Lund is the address to which the landlord may send the tenant notices of termination or other notices relating to the lease.

6 SIGNS

The lease entails a right to use facade space free of charge for luminous advertising or other signage on the leased property. The tenant’s proposed signage shall be approved by the landlord prior to the tenant’s application, at its own cost, for building permission for the sign. Projection, production, assembly, operation and maintenance, repairs and any replacement of luminous advertising or other signage shall be paid for by the tenant as well as the power supply including necessary installations. The tenant shall bear the cost of any advertising tax for the sign.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 3 3(3)
Tenant: Qliktech International AB
	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-101

7 MOVING OUT

The tenant shall, when moving out, take with him any property the tenant owns and has installed in the premises and adjacent space according to the lease as well as in the property in general following the signing of this lease.

If the tenant, on moving out, removes property mentioned in the previous paragraph, the tenant is obligated to repair any damage that may have occurred in the premises in connection therewith so that the premises are returned in a satisfactory state. When assessing what is satisfactory, consideration shall be given to who had the maintenance duty according to Attachment 1 clause 5. The tenant’s duty to restore the premises relates to the condition the premises were in at the date of entry.

The parties shall, on vacating the premises, carry out a joint inspection of the premises and draft a protocol of noted circumstances and any potential requests for measures.

8 RULES OF OPERATION AND CARE RELATING TO PROPERTY

The tenant undertakes to observe the rules and instructions of the landlord concerning the operation and care of the property from time to time. These rules include, for instance, deliveries and transports to and from the property and source separation of waste.

9 PARKING

The agreed rent includes the use of 102 above-ground parking permits within the Property.

10 ASSIGNMENT

The tenant is entitled to assign the tenancy to the premises if agreed in writing with the landlord.

11 SUBLEASING

The tenant is entitled to sublease the leased premises or to be compensated by companies that are affiliated with the tenant if approved in writing by the landlord. An affiliated company means a company that controls, or is controlled solely or jointly by the tenant. In the event that subleasing or assignment entails additional costs for the landlord, the tenant shall bear such costs.

The tenant intends to sublease the leased premises to Qliktech Nordic AB and Qliktech International Markets AB.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

[see translated key on following page]

Key to diagrams:
Baggage = luggage
Brandlarmstablå = fire alarm board
Damer = ladies
Data = computers
Datorsal = computer hall
Diskrum = dishwasher room
Dusch = shower
El/tele = power/telecommunications
Entrehall = entrance hall
Fastigh. Städ = cleaning (building)
Förrråd = storage
Förrum = vestibule
Fritös = deep fryer
Godsmottagning — acceptance of goods
Herrar = gentlemen
Hiss = lift
Kaffe = coffee
Kallskänk = cold buffet
Kompletterad utrustning i kök = completed equipment in kitchen
Konferensrum = conference room
Kontor = office
Kopering = photocopying
Microkök = microwave kitchen
Miljörum = environmental room
Mötesrum = meeting room
Nytt fönster = new window
Öppet kontor = open landscape
Pausrum = breakout room
Pentry = pantry
Postgodsmottagning = mail room (receipts)
Projektrun = project room
Rangering = marshalling
Säkerhetsrum = security room
Sanering = sanitation
Server och testrum = server and test room
Sevrering = service
Skolsal = training room
Spis = cooker
Stekbord = frying table
Teknik = technology
Torrfrd = dry storage
Trappa = stairs
Trapphall = stair hall
Tyst rum = quiet room
Ugn = oven
Utr väg = evacuation route
Utrustnig = equipment
Varumottagning = acceptance of goods
Vilrum = resting room

	ATTACHMENT 5 1(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING CARE, OPERATION, MAINTENANCE AND REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

1 SCOPE

This demarcation list shall govern the care, operation, maintenance and replacement of installations for building, ventilation, cooling, heating, sanitation, power, lifts, control and monitoring within the premises.

2 ALLOCATION OF RESPONSIBILITIES

Generally, the landlord shall be responsible for care, operation and maintenance as well as replacement. However the tenant shall be responsible for maintenance of all surfaces, locks and alarms as well as for the maintenance and operation of fittings and equipment provided by the landlord. The tenant shall also be responsible for all equipment installed by and/or paid for by the tenant including care, operation and maintenance as well as replacement.

Deviations in relation to the above are reflected in the demarcation list below.

The tenant understands that the landlord, his consultants and his contractors must have access to the premises in order for the landlord to be able to fulfill its obligations under this lease. Access to the premises shall take place according to agreement with the tenant so that regard is given to the tenant’s business and that its safety is not compromised.

In the event of faults and deficiencies caused by burglary, tampering, neglect by the tenant or third parties, or their administration otherwise, the tenant shall bear the costs of operation, maintenance and replacements necessary for restoration.

3 RULES OF COMPENSATION

Costs of care, operation and maintenance and replacement shall be paid by the responsible party. The tenant’s liability for replacement of equipment only extends to equivalent function. Liability for increased capacity, improved function, etc. must be agreed to by the parties.

4 DEFINITIONS

The definitions below are compiled from AFF (Contracts for property management), second edition, March 1996.

Care:

Operational measures including observation of function in a management item and reporting of potential deviations.

	ATTACHMENT 5            2(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING CARE, OPERATION, MAINTENANCE AND REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

Operation:

Measures with an expected interval of less than one year, aimed at maintaining the function in a management item.

Maintenance and replacement:

Measures aimed at restoring the function in a management item.

The following abbreviations are used:

L = Property owner/Landlord

T = Tenant

5 DEMARCATION LIST REGARDING LEASED PREMISES

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Land
Coatings	Asphalt	T	L	L
	Paving	T	L	L
	Kerbstone	T	L	L
	Painting of lines	T	L	L
	Snow removal	T	L	L
	Cleaning	T	T	L
Plantations	Care	T		L	2 times/annum
HOUSE
Signs	Signs	T	T	T
	Sign erection	T	T	T
Windows (perimeter)	Glass	T	T	L
	Inside frame	T	T	L
	Inside casement	T	T	L
	Hardware	T	T	L
	Window cleaning	T	T	T
Facade	Cleaning	T	L	L

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5            3(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING CARE, OPERATION, MAINTENANCE AND REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Doors	Door	T	T	L
	Glass	T	T	L
	Lock case	T	T	L
	Cylinder	T	T	T
	Handle	T	T	L
	Electric lock	T	T	T	Safety
	Power terminal block	T	T	T	Safety
	Magnet	T	T	T	Safety
	Card reader	T	T	T	Safety
	Code lock	T	T	T	Safety
	Siren	T	T	T	Safety
	Evacuation handles	T	L	L	In consultation with T
	Door shutters	T	T	L	Fire door
	Safety passage carousel door	T	T	T
Extinguishing installation	Fire extinguishers	T	T	T	Hand fire extinguisher
Flooring	Stone flooring	T	T	L
	Textile carpet	T	T	T
	Linoleum	T	T	T
	Semiconducting flooring	T	T	T	Only technical spaces
	Ceramic flooring	T	T	T\L	Maintenance T Replacement L
Walls	Carpentry	T	T	L
	Wallpaper/fabric	T	T	L
	Painting	T	T	T
Interior ceilings	Ceiling	T	T	L
	False ceiling	T	T	L
Sections	Metal	T	T	L
	Wood	T	T	L
	Glass	T	T	L
White goods	Fridge/freezer	T	T	T	Installed by L
	Microwave over	T	T	T	Installed by L
	Dishwasher	T	T	T	Installed by L
HVAC

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5            4(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING CARE, OPERATION, MAINTENANCE AND REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Sanitation	Pantry	T	T	L
	WC	T	T	L
	HWC	T	T	L
	Cleaning	T	T	L
	Cleaning drains	T	L	L
	Basins	T	T	L
	Central vacuum	T	T	L/T	Installation by L, Maintenance T, replacement L
Power — other
Lighting	Light fittings	T	T	L	Installation by L
	Light fittings	T	T	T	Installation by T
	Light sources	T	T	T
	Downhill’s poles	T	T	T
Evacuation	Signage	T	T	L	Regulatory requirements: L
Lift	Lift car internal surfaces	T	T	L	L responsible for other parts
Cooling	Cross connection room	T	T	T
Evacuation alarm	Alarm	T	L	L
	Heat detector	T	L	L
	Smoke detector	T	L	L
Sprinkler	Central	L	L	L
	Pipes	L	L	L
	Sprinkler head	T	L	L
Burglary alarm	Sensor	T	T	T
	Central unit	T	T	T
	Alarm board	T	T	T
	Transmission equipment	T	T	T
Passage control devices	Card reader	T	T	T
	Subsidiary central	T	T	T
	Central unit	T	T	T
	Security lock	T	T	T

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5            5(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING CARE, OPERATION, MAINTENANCE AND REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Computer/	Distribution network	T	T	T
Telecommunications network	Trunk network	T	T	T
	Computer/Telecom sockets	T	T	T
	Comm. Equipment	T	T	T
	Cable-TV to point of connection	T	L	L	Installation by L to point of connection
	Cable TV from point of connection	T	T	T
	TV-surveillance	T	T	T
Emergency signal	HWC	T	T	L
	Resting room	T	T	L
Environment etc.	Environmental station	T	T	L
	Clean-up central	T	T	T
Compressed air	Lines	T	T	T

1.

Lease 6710-101

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

This brief technical description relates to both house 1 and house 2, see Attachment 4, unless otherwise stated.

The following abbreviations are used:

L = Property owner/Landlord
T = Tenant

Construction

General	The premises are leased in existing state. Adjustments according to Attachment 4 are carried out according to the existing standard, unless otherwise specified. The installations in the house are dimensioned for the occupancies set out in Attachment 6a.
	New walls for offices will be designed as system walls. New sections will be white.

Areas for kitchen and dining room on the ground floor of house 2.

The area shall be a kitchen as per Attachment 4 drawing conversion kitchen (kitchen plan).

T owns and shall be responsible for all equipment/devices as well as products in environmental rooms, goods acceptance, dishwasher room, preparation, serving and areas for seating. T shall ensure that all regulatory requirements are fulfilled and required permits are obtained for the premises and the business in the premises.

Heating, cooling

The premises shall be heated primarily with radiators and convectors placed under and next to windows.

Cooling of premises is done primarily with active chilled beams fitted in false ceilings and/or via cooled air through diffusers in exceptional cases. [Init.]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Ventilation

Mechanical supply air via active chilled beams, inset in false ceilings. Exhaust air through exhaust vents in sanitary installations and interior zones, e.g. pantry, cloakrooms, etc. Individual room regulation in conference rooms and by zones in large rooms. Forced supply and exhaust air in conference rooms designed for 7 or more persons.

Room air temperature indoors during non heating periods 22-25 °C.

Room air temperature indoors during heating period 20-23 °C.

The requirement applies to weekdays, working hours 8 AM to 6 PM and during dimensioning outdoor conditions 27 °C/50% RH equivalent to quality class TQ2 according to the VVS Tekniska Föreningen [transl:Technical Plumbing Association, association of persons working with issues relating to energy, the environment and installation technology, founded 1909].

The above mentioned working hours constitute the basis for the energy calculations regarding the buildings. Working hours may change if the tenant so wishes, with altered energy consumption as a consequence.

If work is carried out outside normal working hours, ventilation can be started on the respective floor and be operational for a certain set time.

Power

The installation includes a monitored five conductor system for main cables, switchboards and cabinets.

All spaces are provided with 1 2-way socket for cleaning / 10 m.

Exceptions for smaller areas such as WC.

Each work station will be equipped for 1 3-way socket.

Completion with 12 new 16 A sockets/plan will be completed by L (applies to House 1 floors 3+4 and House 2 floor 3).

Lighting

L shall install basic lighting of 300 lux.

Lighting shall be divided into zones where it is possible to turn on and off lighting separately. Home safe lighting shall be arranged so that certain corridor lighting is always on. In storage, cleaning, HWC and WC spaces there will be presence control. In larger conference rooms areas can be divided into zones and lighting can be dimmed. [initials]

[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Computers and telecommunications

Ducting for a double socket for computers/telecommunications per work station and in conference rooms, interview rooms and break rooms to the extent required.

Cross-connect room for telecommunications/computers

The area is not sprinkled, forms its own fire-cell as regards construction, no smoke dampers, no ventilation.

UPS-room

The space does not have a separate extinguishing system or gas-tight batteries.

Safety and protection

The buildings have an outer perimeter with protection class 2 according to SSF 200:3.

Glass class is P6B up to 6 m above ground.

Safety room

The space is not sprinkled, forms its own fire-cell as regards construction, no smoke dampers, no ventilation.

Evacuation alarm

Tempered evacuation alarm.

Fire

L shall be responsible for the property’s fire protection according to regulatory requirements. T shall be responsible for fire safety within the leased property in accordance with Attachment 1, Paragraph 6.

Sprinklers

The buildings have sprinklers. [initials]

[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Central vacuum cleaner

Installed in both houses.

Cold storage, house 2

In the basement of house 2, L shall carry out preparation and installation of district cooling, power (70kW), ventilation (create pressure for the server room) and sewage (for a smaller water quantity) for a future server room. If T wishes that a server room be installed, T is entitled to install a server room at his own cost. When moving out, the space shall be restored in accordance with Attachment 3, paragraph 7.

L shall adjust other areas in this space so that they can be used as cold storage.

Other

Spaces with personal alarms, such as HWC and resting rooms are provided with a local personal alarm.

L shall complete and fit 3 flag poles placed at the entrance for vehicles to house 2.

L shall complete 5 smaller pantries with dishwashers (applies to house 2, and house 1 floors 3 and 4).

Back walls in House 1 shall be plastered and painted white. The same applies to entrance walls in the main stairway. [initials]

[initials]

	ATTACHMENT 6a
Tenant: Qliktech International AB
	OCCUPANCY, drawings
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

OCCUPANCY

Drawing:
A-49_1-11
A-49_1-12
A-49_1-13
A-49_1-14 [initials]

[initials]

[logo]	LEASE OF PREMISES	p 1(4)
FASTIGHETSÄGARNA		No. 6710-102

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Landlord	Fastighets AB Remulus Lund 3			Personal identity no./Business Registration no.: 556686-2404
Tenant	Qliktech International AB			Personal identity no./Business registration no. 556472-2691
Address of premises etc.	Municipality Lund			Property Forskaren 3
	Street Scheelevägen			Floor, building No.          Flat number
	Address for notices Scheelevägen, 223 63 LUND
State and use of premises	The premises and connected areas are used in their current state, unless otherwise stated, as: OFFICES, RESEARCH AND DEVELOPMENT
Size and extent of premises	Shop areas Floor | m2	Office areas Floor | m2     Floor | m2 1-4     5827		Storage area Floor | m2	Other areas Floor | m2 0           316 Cold storage 3           41 Walkway bridge
	The areas above     o have     þ have not been measured in connection with the conclusion of this agreement.
	If the area of the premises as stated herein is incorrect, this does not entitle the tenant to repayment or the landlord to a higher rent, respectively.
	þ the leased premises have been marked on the attached drawing(s).      Attachment 4
	access by vehicles for loading and unloading o	space for a sign þ	space for show-case/vending machine o	parking spaces for þ 114 vehicles	garage spaces for o vehicles	o
Furnishings etc.	The premises are leased Attachment
	þ without furnishings for any specific type of activities			o   with furnishings for a specific type of activities as per an attachment
	At the end of the lease, the tenant shall, unless otherwise agreed, remove the tenant’s belongings and restore the premises to an acceptable state.
	The parties agree that they shall, on the last day of the lease at the latest, carry out an inspection of the premises.
	If as a result of the tenant’s action – taken with or without the landlord’s consent – the premises contain materials, at the end of the lease, in respect of which it was not been specifically agreed that the tenant shall be responsible, the tenant shall remove the materials or compensate the landlord for costs incurred to remove these, such as refuse tax, costs of transport and dumping or the like.
Telephone lines	þ the tenant shall pay for installation of landlines required from the point of connection identified by the operator to the location in the premises chosen by the tenant in agreement with the landlord.
	o the landlord shall pay for the installation of landlines up to the premises. The installation of cables within the premises shall be arranged and paid for by the tenant but shall be agreed with the landlord.
Lines for data communication	þ the tenant shall pay for installation of cables required from the point of connection identified by the operator to the location in the premises chosen by the tenant in agreement with the landlord.
	o the landlord shall pay for the installation of cables up to the premises. The installation of cables within the premises shall be arranged and paid for by the tenant but shall be agreed with the landlord.
Term	From May 1, 2011			To April 30, 2019
Notice of termination/extension	This lease may be terminated by written notice at least 12 months before the expiry of the lease otherwise the lease shall be renewed for another 3 years on each occasion
Heating and hot water	The heating of the premises shall be the responsibility of the     þ landlord     o tenant Hot water     þ shall be available all year     o shall not be available

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign.
[initials] Sign.
[initials]

LEASE OF PREMISES	p 2(4)
	No. 6710-102

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Rent	Kronor (SEK) 11 401 126     per year which constitutes o total rent þ rent excluding the additions below
Index clause	þ Amendment of said rent will be made in accordance with the attached index clause     Attachment 2
Cost of heating and hot water	þ The amount charged for heating/fuel will be established on the basis of the attached clause      Attachment 2
Water	þ The amount charged for water will be established on the basis of the attached clause      Attachment 2
Cooling Ventilation	þ The amount charged for special cooling and ventilation will be compensated      Attachment 2 on the basis of the attached clause
Electricity	o is included in the rent		þ the tenant has an individual subscription
Cleaning of stairways	o is included in the rent		þ is arranged and paid for by the tenant
Packaging and removal of refuse	To the extent that it is the landlord’s responsibility to provide space for storage of refuse and packaging and to arrange removal of such refuse it is the responsibility of the tenant to sort and place refuse in the vessels provided in the appropriate location and to cooperate in any further separation at source as the landlord may decide.
	Packaging and removal of refuse
	o is included in the rent
	o is arranged and paid for by the tenant (however it is the landlord’s responsibility to provide appropriate vessels and space for refuse)
	þ is included in the rent in relation to specific types of refuse described above. It is the tenant’s responsibility to arrange and pay for collection, sorting, storage and transport of refuse types which are not described below.
	þ household waste	þ fluorescent light-bulbs	o hard plastic packaging
	o bulky refuse	o metal packaging	o   hazardous waste under Ordinance 1996:971 regarding hazardous waste
	o biodegradable refuse	þ uncolored glass packaging	o
	þ newspapers	þ colored glass packaging	þ Normal office waste
	þ batteries	þ paper packaging	o
Removal of snow and sanding	þ is included in the rent	o is arranged and paid for by the tenant	o as per attachment                  Attachment
Property tax	o is included in the rent	þ is paid under a separate agreement	Attachment 2
Unforeseen expenses	If unforeseen property costs arise after the conclusion of this agreement due to
	a)  introduction of a new or increase in an existing tax, fee or other cost specific to the property as decided by Parliament, the Government, the municipality or other authority
	b)    general reconstruction or renovation of the property, not specific to the premises, which the landlord must carry out as a result of a decision by Parliament, the Government, the municipality or other authority
	the tenant shall, as of the date of increase of the costs, pay the landlord compensation in an amount proportionate to share of the premises in the total annual increase of such costs for the property.
	The share of the premises is                     %. If the share is not specified, the share shall be the amount of rent paid in respect of the premises (excluding VAT) in relation to the total rents paid in respect of the property at the time of the cost increase. For un-let premise, the rent is estimated on the basis of the market rent.
	Tax under a) above does not include VAT or property tax to the extent this is paid under a separate agreement. Unforeseen expenses include costs which as of the date hereof have not been decided under a) or b). Compensation is paid according to the provisions below regarding payment of rent.

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign.
[initials] Sign.
[initials]

LEASE OF PREMISES	p 3(4)
	No. 6710-102

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

VAT	þ The property owner/landlord is VAT registered and must charge VAT for the lease of the premises. The tenant shall in addition to the rent pay VAT due on each occasion
	o If the property owner/landlord becomes liable to charge VAT for the lease of the premises, the tenant shall in addition to the rent pay VAT due on each occasion
	VAT payable at the same time as rent is calculated in relation to the rent and, in accordance with rules applicable at each relevant time to the payment of VAT in respect of rent, if applicable, in relation to other fees and charges paid under the lease agreement.
	If the landlord, as a result of the tenant’s independent action — such as sublease of the premises (including sublease to tenant’s own company) or assignment — becomes liable to reimbursement of VAT under applicable VAT regulations, the tenant shall fully compensate the landlord for the amount reimbursed. The tenant shall also compensate the landlord for the cost increase resulting from the landlord’s loss of right to deduct VAT from the costs of operation arising as a result of the tenant’s action.
Payment of rent	Rent is paid without a request for payment            Postgiro number   Bankgiro number
	on the last weekday before the start of each                                             5283-3829
	o calendar month þ calendar quarter     by transfer to
Payment reminder	In case of late payment, the tenant shall pay statutory interest, as well as compensation for costs of a written reminder according to the act regarding compensation for debt collection etc. The amount charged for the cost of a written reminder shall be, on each occasion, as per the ordinance on compensation for debt collection etc.
Maintenance etc.	o The landlord shall be responsible for necessary     However, the tenant shall be responsible for       Attachment
	maintenance of the premises and furnishings
	The tenant shall arrange and pay      tenant’s responsibility also includes      Attachment
	for necessary maintenance of o floor surfaces, walls, ceilings and furnishings provided by the landlord
	If the tenant neglects his responsibility in respect of maintenance of the premises and fails within a reasonable period of time to correct this or to notify the landlord, the landlord has a right to perform the tenant’s obligations at the tenant’s cost.
	þ The allocation of responsibilities is set out in an attachment           Attachment
Management and operation	Unless otherwise agreed, it is the landlord’s responsibility, if applicable, to provide for the care, operation and maintenance of communal areas.
	The tenant may not, without the written consent of the landlord, in the premises or elsewhere in the property, carry out fitting, installation or alteration works, affecting supporting parts of the construction or installations which are significant to the operation of the property, such as plumbing, ventilation, electricity, etc., belonging to the landlord.
	Sprinkling heads and ventilation systems may not be built into the furnishings by the tenant in such a way that the effect of such systems is reduced. When performing fitting works, the tenant shall make sure that the function of radiators and other heating equipment is materially preserved.
Audit inspections	If faults and defects are detected during an audit requested by a relevant authority of electricity and sprinkler systems belonging to the tenant, the tenant shall, at his own, cost, within the period of time prescribed by the authority, carry out the measures requested. If the tenant fails to remove the faults or defects within the period of time required by said authority, the landlord shall have a right to remove such faults and defects as required by the authority at the tenant’s cost.
Access to certain areas	Areas which may need to be accessed by janitors and staff from the Energiverket, VA-verket, Telia AB or equivalent, shall be kept easily accessible by the tenant and access to such areas shall not be blocked by cupboards, crates, goods and the like.
Construction materials	If the tenant, in accordance herewith or with other relevant provisions, carries out maintenance, improvement or alteration works with respect to the premises, tenant shall, in good time prior to the start of such works, provide to the landlord — to the extent they are available — descriptions of the materials and products which will be added to the building.
Planning and Building -fees	If the tenant carries out alterations in the premises without a required building permit, and the landlord as a result thereof is forced to pay a building fee or additional fee under the Planning and Building Act, the tenant shall reimburse the landlord for these.
Rent reduction	The tenant has no right to reduced rent during the period of time when the landlord is having works carried out to put the premises in the state agreed, or other works specified in the agreement.
	o The tenant’s right to reduced rent when the landlord performs            Attachment customary maintenance works on the premises or the property is governed by an attachment
Official requirements etc	It is the responsibility of o the landlord þ the tenant to arrange and pay for any measures which may be required by any insurance company, town planning committee, environmental committee, fire authority or other authority after the date of access, in relation to the premises for their proposed use. The tenant shall confer with the landlord prior to undertaking any measures.

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign.	Sign.
[initials]	[initials]

LEASE OF PREMISES	p 4(4)
	No. 6710-102

The undersigned have today concluded the agreement set out below: A crossed box indicates that the text following the box applies.

Signs, awnings, windows, doors, etc.	The tenant shall have the right, upon consultation with the landlord, to place a signboard, as customary for the tenant’s activities, provided that the landlord does not have a justified reason for refusal and that the tenant has all the required permits from relevant authorities. Upon vacation of the premises, the tenant shall restore the façade of the building to an acceptable state.
	In the case of significant maintenance works such as renovation of the building’s façade, the tenant shall be responsible, at his own cost, for removing and refitting any sign boards, awnings, and antennas.
	The landlord undertakes not to install vending machines or showcases on the outside walls of the premises leased to the tenant without the tenant’s consent and grants the tenant an option to install vending machines and show cases on these walls.
	o The landlord
	þ The tenant
		shall be liable for any damage caused by the action of
		þ windows      o shop windows      þ entrance doors
		þ signboards   o
	o The tenant shall provide insurance against any damage to the glass in all of the windows and entrance doors of the premises.
Locks	o The landlord þ The tenant shall provide the premises with all locks and safety equipment required by the tenant’s business- or corporate insurance.
Force majeure	The landlord shall be released from his obligation to perform hereunder and shall not be liable for any damages if the performance of the landlord’s obligations hereunder becomes impossible, or possible only at abnormally high cost, as a result of war or civil unrest, blockade, fire, explosion, or measure by an official authority, over which the landlord has no control and which he has not been able to foresee.
Security	This lease shall be valid on condition that security in the form of          Attachment
	o a bank guarantee o other guarantee o submitted no later than
Special provisions	Attachments 1-6 to this lease shall apply as if they are integral parts of this lease.
Signature	This lease, which may not be registered without special consent, has been made in two identical copies, one for each party hereof. This lease replaces all previous agreements between the parties concerning the subject matter hereof.

Place, date	Place, date
Lund, June 23, 2011	Lund, June 23, 2011
Landlord	Tenant
Fastighets AB Remulus Lund 3	Qliktech International AB
[illegible signatures]	[illegible signature]
Name	Name
Andreas Lundberg	Lars Björk
Staffan Haglind

Agreement regarding moving out Due to an agreement reached today this lease loses validity as of     on which date the tenant undertakes to vacate the premises.

Place, date	Place, date
Landlord	Tenant

Assignment	This lease is assigned as of          to
	Assigning (leaving) tenant	Assignee tenant     Personal identity/registration number
The above assignment is approved	Place, date	Landlord

Notice

Please observe that in some cases, in addition to crossing a box, an attachment must be provided for the agreement in the attachment to apply. This applies for example to index clauses, clauses about property tax, and the tenant’s right to reduction of rent in case of customary maintenance. See Guidance drafted by the organisations.

Fastighetsägarna i Sverige [Property Owners of Sweden] Form 12B, drafted in 1998 in cooperation with Svensk Handel [Swedish Trade] and Sveriges Hotel- och Restaurant Företagare [Hotel and Restaurant Businessmen of Sweden]

Reprints prohibited

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1           1(4)
Tenant: Qliktech International AB
	SIZE, USE, DESIGN, CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-102

SCOPE AND USE OF PREMISES

Pursuant to this lease, the areas set out below are leased. The premises will be used as offices, research and development, for the purpose of the tenant’s own business.

The scope and use of the premises:

	Area (m2) BRA
Floor	(Usable floor area)		Use
0		316	Cold storage
1		1551	Office, conference, refectory and kitchen
2		1424	Offices
3		1426	Offices
3		41	Walkway bridge
4		1426	Offices
TOTAL		6184

The scope of the leased premises has been marked on the attached drawings, Attachment 4.

The signatory of this Lease shall be the person who runs the business in the premises as per the above. Otherwise the tenant shall apply for voluntary tax liability for lease (subleasing). Such sublease may not take place without the consent of the landlord.

2 ENVIRONMENTAL IMPACT

The tenant shall, prior to the date of entry, obtain the required permits for the business which it operates in the premises and the property and shall be responsible for running the business in accordance with laws, regulations and rules applicable to the business.

The tenant has a duty to notify the landlord immediately of applications made for permits and decisions and results thereof.

The tenant shall immediately notify the landlord of any contamination or other substance that is discovered or present in the premises and may result in damage or inconvenience to health or the environment.

If an injunction, penalty or fine is issued against the landlord because of nuisance and/or damage for which the tenant is responsible according to environmental legislation applicable at any given time, and which arose as a consequence of the tenant’s present or past business in the premises, the tenant undertakes to indemnify the landlord. This obligation also applies after the termination of the lease.

In the event the tenant takes any after-treatment measures in the premises, the tenant undertakes not to file any claims against the landlord in connection with such measures unless such measures would otherwise have been the duty of the landlord pursuant to applicable legislation.

The vacating examination, see Attachment 3 Clause 7, shall include an examination of substances hazardous to the environment or health. Required remedial action or other measures shall be arranged and paid for by the tenant if such substances are related to the tenant. Measures will be taken following consultation with the landlord. [initials]

[initials]

	ATTACHMENT 1           2(4)
Tenant: Qliktech International AB	SIZE, USE, DESIGN, CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-102

3 DESIGN AND CONDITION OF PREMISES

The premises together with associated spaces are leased in their current condition. The landlord shall adjust the premises after the tenant’s requirements in accordance with Attachment 4, drawings. The adjustment is carried out in accordance with the provisions of Attachment 6, Technical description, and otherwise in accordance with the property’s current standard.

The furniture apparent on the drawings in Attachment 4 is not included in the lease.

Regardless of the design and condition of the premises the landlord shall be entitled to complete any changes or additions for architectural or similar reasons or required by relevant authorities. In such cases reasonable regard shall be given to the wishes of the tenant.

4 OPERATION

The property’s basic installations with respect to cooling and ventilation provided by the landlord shall be operational between 8 AM and 8 PM weekdays. The tenant and the landlord shall discuss the period of operation and shall adjust it according to the times when the premises are actually used. Outside these times, ventilation and cooling can be controlled manually. During maintenance and conversion works requiring stoppages during normal office hours, the landlord shall inform the tenant with sufficient notice, having regard to the nature of the business. The landlord shall consult with the tenant when such stoppages are planned so that these do not compromise the tenant’s safety and in order to have regard to the tenant’s business.

5 MAINTENANCE ETC

The allocation of responsibilities is described in more detail in the Demarcation List with respect to maintenance and operation, Attachment 5.

The Forskaren 3 block consists of two buildings, house 1 and house 2 (see Attachment 4, Situation Plan). House 1 shall be liable for 53% of the communal costs in the Forskaren 3 block.

The tenant shall not be entitled to any reduction of rent in respect of damage or infringement of its usufruct in connection with customary maintenance and operation or because of temporary interruptions in the provisions of heating, cooling, water, sewerage, power, ventilation, etc.

Customary maintenance includes non-comprehensive maintenance resulting in the tenant being unable to use a significant part of the premises.

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1           3(4)
Tenant: Qliktech International AB	SIZE, USE, DESIGN, CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-102

The landlord shall begin consulting with the tenant concerning maintenance works that affect the tenant in good time before the start of such works.

6 FIRE SAFETY

The tenant shall be responsible for the fire safety of its business in the leased premises in accordance with the Law on the Prevention of Accidents (LPA). This liability includes, for instance, ensuring that evacuation routes are kept clear and that fire extinguishers are kept functional. The landlord is responsible for the property’s fire protection in accordance with applicable regulations.

7 NOTICE OR CHANGE TO LEASED PREMISES

The tenant may during the design phase have an influence on the design of the premises to a limited extent, provided that the landlord so accepts.

The tenant shall give notice, according with a time of notice plan, or, if notice is not included in the time of notice plan, and unless nothing else is otherwise agreed, within 5 working days as of a request by the landlord. If no response is provided as above, the landlord shall have a right to choose the design in accordance with the agreed standard in order if possible to avoid financial consequences and/or delays in the project. After a notice has been submitted or the landlord has made the selection as per the above, the design shall be deemed to have been decided.

If the tenant’s notice results in a change of, or an addition to the contractual design, the landlord shall notify the tenant of this and this obligation shall be included on the ÄTA list for further treatment, see below.

Changes and additions means: Alternative design or function, other than that previously agreed, decided or reported by the parties, requested by the tenant, or a notice leading to a change in duration and/or cost.

8 PROCUREMENT OF CHANGE OR ADDITION

The landlord shall be responsible for drawing up a current list of changes and additional works (the ÄTA- list) listing the changes and additions to the design requested by the parties under this lease. This list shall specify the current changes and additions under review as well as confirmed changes and additions including agreed payments. The ÄTA- list shall be continuously updated at program/user meetings.

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 1           4(4)
Tenant: Qliktech International AB	SIZE, USE, DESIGN, CONDITION ETC. OF PREMISES
Property: Forskaren 3	Lease number: 6710-102

9 PAYMENT OF COSTS OF CHANGES AND ADDITIONS

If a change or addition leads to increased costs, these shall be paid as follows.

The parties shall agree on installment payments for changes and additions works as the work progresses. The final payment shall be made no later than one month after the completion of the measure in question.

10 COORDINATION OF THE TENANT’S WORK

The tenant shall have access to the premises during the conversion and has a right to begin its own work (side contractor, SC) only after agreement with the landlord and the latter’s main contractor. The tenant shall inform the landlord of the scope and duration of its own works before the procurement of these and the tenant’s works shall be carried out in a manner that does not obstruct the work of the main contractor.

The tenant and the side contractor procured by the tenant shall undertake to accept the conditions imposed by the landlord via the main contractor before entry in the workplace. Such conditions relate to the regulations in the workplace, environmental requirements, access to production installations, industrial safety, contractual terms in connection with the Co-Determination Act, identity requirements and time of entry etc. so that the tenant’s works do not obstruct or disturb, but rather can be coordinated with the landlord and the main contractor.

The tenant shall compensate the landlord for coordination of timing with the main contractor and for any potential costs caused by his own works or that of the side contractor that are incurred by the main contractor or the landlord and which may arise in connection with the tenant’s or the side contractor’s works and additional services such as waste disposal, additional cleaning, complementing paint works, piercing and fire sealing of installations etc.

The main contractor shall be responsible for coordinating the timing of the tenant’s own works.

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 2           1(2)
Tenant: Qliktech International AB	RENT AND RENT SUPPLEMENTS
Property: Forskaren 3	Lease number: 6710-102

RENT AND INDEXATION

Basic rent (eleven million four hundred one thousand one hundred twenty-six) SEK 11,401,126 is adjusted to the index level (CPI) for the month of October 2007. The rent shall be variable per calendar year and is payable in one amount consisting of basic rent increased proportionately by the change entailed by the consumer price index, total index, with year 1980 as base. In order to set changes in the consumer price index the index amount for the month of October 2007 shall be compared with the same index for the month of October the year previous to the year in which the changed rent applies.

Rent due shall never be set lower than the rent amount stated in the contract.

2 HEATING, COOLING, POWER, VENTILATION, WATER AND SEWERAGE

The tenant shall, at the same time as paying rent, and as a supplement to this, pay compensation for the Landlord’s fixed and variable costs of heating, cooling, power, ventilation and water and sewerage.

Heating, cooling, power, ventilation and water and sewerage shall be payable as follows:

The landlord’s costs of heating, cooling, power, ventilation and water and sewerage in the property and the building are paid in part, by way of installment amounts adjusted in accordance with calculated costs in connection with payment of rent, and in part, by way of an annual final settlement. The final settlement shall be made in connection with the notice of rent for the 2^nd quarter in the subsequent calendar year.

The tenant is entitled however to sign its own subscriptions for the utilities mentioned above. The landlord shall be given access to information on current consumption.

3 POWER FOR THE BUSINESS

The tenant shall sign its own subscription for power which involves all parts of the property.

4 PROPERTY TAX AND OTHER FEES

As an addition to rent, the tenant shall during the term of the lease at the same time as rent payments, pay at each time 53% of the property tax, fees or charges payable with respect to the property, as decided by the parliament, the government, municipality or other authority. Assessment for purposes of taxation shall be carried out in consultation with the tenant. A review to determine whether the property can be classified as an industrial unit should be carried out. [initials]

[initials]

	ATTACHMENT 2           2(2)
Tenant: Qliktech International AB	RENT AND RENT SUPPLEMENTS
Property: Forskaren 3	Lease number: 6710-102

5 INFORMATION CONCERNING THE TENANT’S OWN INVESTMENTS IN THE PREMISES

The tenant undertakes no later than January 31 each year to submit information regarding the investments (concerning renovations, retrofit, new constructions and the so-called widened repair deduction) made in the premises leased by the tenant during the previous calendar year. This information shall include:

• A description of the respective measure,

• Total expenditure on the respective investment,

• Total ingoing VAT applicable to the respective investment,

• Deducted ingoing VAT for the respective investment.

Lease XXX-XXX

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 3           1(3)
Tenant: Qliktech International AB	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-102

TERM OF LEASE AND DATE OF ENTRY

The first day of the lease is called the date of entry, and as of this date rent is payable. The tenant and the landlord have agreed that the landlord shall prepare the premises in accordance with Attachment 4, drawings.

The tenant is aware that during the conversion access to the premises will be limited and that entry is subject to the landlord’s and the landlord’s main contractor’s consent. The tenant may access the premises to carry out its own works as described in Attachment 1, clause 10.

The conversion is planned to last approx. four (4) months.

The tenant undertakes without compensation or reduction of rent to accept that there is no access to the premises during such period other than as stated above. The tenant further undertakes without compensation or reduction of rent to accept any potential temporary installations, adjustment works, and complementary painting works etc., which are deemed normal in connection with moving in and also for a short duration after the date of entry. However, it is up to the landlord to ensure that such faults and deficiencies which may be significant for the tenant’s use of the premises are remedied without delay, having regard to the tenant’s business, and in such a way as not to compromise the tenant’s safety.

2 CONVERSIONS ETC DURING THE TERM OF THE LEASE

The tenant shall have a right, at his own cost, to carry out building, installation or furnishing works within the premises provided such works have been agreed in writing with the landlord. The tenant must also obtain the landlord’s approval of hired consultants and the contactor before these may start works.

Costs of investment, ingoing and deducted VAT under this clause, shall be reported according to Attachment 2 “Information concerning the tenant’s own investments in the premises.”

Works shall be carried out to a professional standard and in accordance with applicable laws, standards and constitutions as well as the property’s environmental standard. The tenant shall also obtain and pay for required permits from relevant authorities and pay for the changes in the premises’ relationship drawings caused by the works. The tenant shall be responsible for and/or pay compensation to the landlord for any damage and additional costs which such conversion works may cause. Following a completed conversion under this clause, the tenant shall be responsible for updating the relationship drawings for the premises. [initials]

[initials]

	ATTACHMENT 3           2(3)
Tenant: Qliktech International AB	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-102

Unless otherwise agreed in writing in connection with the approval of the measure as per the above, the measure shall be restored by the tenant on vacating the premises.

3 INSURANCE

The tenant undertakes for the duration of the term of the lease to conclude and maintain in force standard property insurance. The tenant shall bear any costs arising as a result of the tenant’s changed business in relation to the plans as at the date of entry according to Attachment 1 clause 1.

The tenant must have satisfactory insurance, including liability insurance, with respect to the business that the tenant runs in the premises.

The tenant shall bear the costs of insuring property belonging to the tenant, liability insurance and other satisfactory insurance associated with the tenant’s business.

4 REGISTRATION CERTIFICATE

The tenant must once per annum notify the landlord of all changes notified to the Swedish Companies Registration Office entailing an amended certificate of registration and change of ownership.

The notice shall be made in writing by the tenant sending a new certificate of registration or a certificate of amendment to the landlord reflecting such changes.

5 ADDRESS

Qliktech International AB, Scheelevägen 24-26, 223 63 Lund is the address to which the landlord may send the tenant notices of termination or other notices relating to the lease.

6 SIGNS

The lease entails a right to use facade space free of charge for luminous advertising or other signage on the leased property. The tenant’s proposed signage shall be approved by the landlord prior to the tenant’s application, at its own cost, for building permission for the sign. Projection, production, assembly, operation and maintenance, repairs and any replacement of luminous advertising or other signage shall be paid for by the tenant as well as the power supply including necessary installations. The tenant shall bear the cost of any advertising tax for the sign.

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 3           3(3)
Tenant: Qliktech International AB	SPECIAL PROVISIONS
Property: Forskaren 3	Lease number: 6710-102

7 MOVING OUT

The tenant shall, when moving out, take with him any property the tenant owns and has installed in the premises and adjacent space according to the lease as well as in the property in general following the signing of this lease.

If the tenant, on moving out, removes property mentioned in the previous paragraph, the tenant is obligated to repair any damage that may have occurred in the premises in connection therewith so that the premises are returned in a satisfactory state. When assessing what is satisfactory, consideration shall be given to who had the maintenance duty according to Attachment 1 clause 5. The tenant’s duty to restore the premises relates to the condition the premises were in at the date of entry.

The parties shall, on vacating the premises, carry out a joint inspection of the premises and draft a protocol of noted circumstances and any potential requests for measures.

8 RULES OF OPERATION AND CARE RELATING TO PROPERTY

The tenant undertakes to observe the rules and instructions of the landlord concerning the operation and care of the property from time to time. These rules include, for instance, deliveries and transports to and from the property and source separation of waste.

9 PARKING

The agreed rent includes the use of 114 ground parking permits within the Property. The associated parking places are shown in Attachment 4.

10 ASSIGNMENT

The tenant is entitled to assign the tenancy to the premises if agreed in writing with the landlord.

11 SUBLEASING

The tenant is entitled to sublease the leased premises or to be compensated by companies that are affiliated with the tenant if approved in writing by the landlord. An affiliated company means a company that controls, is controlled solely or jointly by the tenant. In the event that subleasing or assignment entails additional costs for the landlord, the tenant shall bear such costs.

The tenant intends to sublease the leased premises to Qliktech Nordic AB and Qliktech International Markets AB.

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

Key to diagrams:
Baggage = luggage
Brandlarmstablå = fire alarm board
Damer = ladies
Data = computers
Datorsal = computer hall
Diskrum = dishwasher room
Dusch = shower
El/tele = power/telecommunications
Entrehall = entrance hall
Fastigh. Städ = cleaning (building)
Förrråd = storage
Förrum = vestibule
Fritös = deep fryer
Godsmottagning — acceptance of goods
Herrar = gentlemen
Hiss = lift
Kaffe = coffee
Kallskänk = cold buffet
Kompletterad utrustning i kök = completed equipment in kitchen
Konferensrum = conference room
Kontor = office
Kopering = photocopying
Microkök = microwave kitchen
Miljörum = environmental room
Mötesrum = meeting room
Nytt fönster = new window
Öppet kontor = open landscape
Pausrum = breakout room
Pentry = pantry
Postgodsmottagning = mail room (receipts)
Projektrun = project room
Rangering = marshalling
Säkerhetsrum = security room
Sanering = sanitation
Server och testrum = server and test room
Sevrering = service
Skolsal = training room
Spis = cooker
Stekbord = frying table
Teknik = technology
Torrfrd = dry storage
Trappa = stairs
Trapphall = stair hall
Tyst rum = quiet room
Ugn = oven
Utr väg = evacuation route
Utrustnig = equipment
Varumottagning = acceptance of goods
Vilrum = resting room

	ATTACHMENT 5           1(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING
	CARE, OPERATION, MAINTENANCE AND
	REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-102

1 SCOPE

This demarcation list shall govern the care, operation , maintenance and replacement of installations for building, ventilation, cooling, heating, sanitation, power, lifts, control and monitoring within the premises.

2 ALLOCATION OF RESPONSIBILITIES

Generally, the landlord shall be responsible for care, operation and maintenance as well as replacement. However the tenant shall be responsible for maintenance of all surfaces, locks and alarms as well as for the maintenance and operation of fittings and equipment provided by the landlord. The tenant shall also be responsible for all equipment installed by and/or paid for by the tenant including care, operation and maintenance as well as replacement.

Deviations in relation to the above are reflected in the demarcation list below.

The tenant understands that the landlord, his consultants and contractors must have access to the premises in order for the landlord to be able to fulfill its obligations under this lease. Access to the premises shall take place according to agreement with the tenant so that regard is given to the tenant’s business and that its safety is not compromised.

In the event of faults and deficiencies caused by burglary, tampering, neglect by the tenant or third parties, or their administration otherwise, the tenant shall bear the costs of operation, maintenance and replacements necessary for restoration.

3 RULES OF COMPENSATION

Costs of care, operation and maintenance and replacement shall be paid by the responsible party, The tenant’s liability for replacement of equipment only extends to equivalent function. Liability for increased capacity, improved function etc. must be agreed to by the parties.

4 DEFINITIONS

The definitions below are compiled from AFF (Contracts for property management), second edition, March 1996.

Care:

Operational measures including observation of function in a management item and reporting of potential deviations. [initials]

[initials]

	ATTACHMENT 5           2(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING
	CARE, OPERATION, MAINTENANCE AND
	REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-102

Operation:

Measures with an expected interval of less than one year aimed at maintaining the function in a management item.

Maintenance and replacement:

Measures aimed at restoring the function in a management item.

The following abbreviations are used:

L = Property owner/Landlord

T = Tenant

5 DEMARCATION LIST REGARDING LEASED PREMISES

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Land
Coatings	Asphalt	T	L	L
	Paving	T	L	L
	Kerbstone	T	L	L
	Painting of lines	T	L	L
	Snow removal	T	L	L
	Cleaning	T	T	L
Plantations	Care	T		L	2 times/annum
HOUSE
Signs	Signs	T	T	T
	Sign erection	T	T	T
Windows (perimeter)	Glass	T	T	L
	Inside frame	T	T	L
	Inside casement	T	T	L
	Hardware	T	T	L
	Window cleaning	T	T	T
Facade	Cleaning	T	L	L

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5           3(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING
	CARE, OPERATION, MAINTENANCE AND
	REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-102

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
Doors	Door	T	T	L
	Glass	T	T	L
	Lock case	T	T	L
	Cylinder	T	T	T
	Handle	T	T	L
	Electric lock	T	T	T	Safety
	Power terminal block	T	T	T	Safety
	Magnet	T	T	T	Safety
	Card reader	T	T	T	Safety
	Code lock	T	T	T	Safety
	Siren	T	T	T	Safety
	Evacuation handles	T	L	L	In consultation with T
	Door shutters	T	T	L	Fire door
	Safety passage carousel door	T	T	T
Extinguishing installation	Fire extinguishers	T	T	T	Hand fire extinguisher
Flooring	Stone flooring	T	T	L
	Textile carpet	T	T	T
	Linoleum	T	T	T
	Semiconducting flooring	T	T	T	Only technical spaces
	Ceramic flooring	T	T	T\L	Maintenance T Replacement L
Walls	Carpentry	T	T	L
	Wallpaper/fabric	T	T	L
	Painting	T	T	T
Interior ceilings	Ceiling	T	T	L
	False ceiling	T	T	L
Sections	Metal	T	T	L
	Wood	T	T	L
	Glass	T	T	L
White goods	Fridge/freezer	T	T	T	Installed by L
	Microwave over	T	T	T	Installed by L
	Dishwasher	T	T	T	Installed by L
Kitchen on ground floor	Surfaces	T	T	T
	Equipment and devices	T	T	T

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5           4(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING
	CARE, OPERATION, MAINTENANCE AND
	REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-102

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
	Grease trap	T	L	L
HVAC
Sanitation	Pantry	T	T	L
	WC	T	T	L
	HWC	T	T	L
	Cleaning	T	T	L
	Cleaning drains	T	L	L
	Basins	T	T	L
	Central vacuum	T	T	L/T	Installation by L, Maintenance T, replacement L
Power — other
Lighting	Light fittings	T	T	L	Installation by L
	Light fittings	T	T	T	Installation by T
	Light sources	T	T	T
	Downhill’s poles	T	T	T
Evacuation	Signage	T	T	L	Regulatory requirements: L
Lift	Lift car internal surfaces	T	T	L	L responsible for other parts
Cooling	Cross connection room	T	T	T
Evacuation alarm	Alarm	T	L	L
	Heat detector	T	L	L
	Smoke detector	T	L	L
Sprinkler	Central	L	L	L
	Pipes	L	L	L

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 5            5(5)
Tenant: Qliktech International AB
	DEMARCATION LIST CONCERNING
	CARE, OPERATION, MAINTENANCE AND
	REPLACEMENTS
Property: Forskaren 3	Lease number: 6710-101

				Person
				responsible
			Person	for
		Person	responsible	maintenance
		responsible	for	and
Designation	Equipment	for care	operation	replacement	Notes
	Sprinkler head	T	L	L
Burglary alarm	Sensor	T	T	T
	Central unit	T	T	T
	Alarm board	T	T	T
	Transmission equipment	T	T	T
Passage control devices	Card reader	T	T	T
	Subsidiary central	T	T	T
	Central unit	T	T	T
	Security lock	T	T	T
Computer/	Distribution network	T	T	T
Telecommunications network	Trunk network	T	T	T
	Computer/Telecom sockets	T	T	T
	Comm. Equipment	T	T	T
	Cable-TV to point of connection	T	L	L	Installation by L to point of connection
	Cable TV from point of connection	T	T	T
	TV-surveillance	T	T	T
Emergency signal	HWC	T	T	L
	Resting room	T	T	L
Environment etc.	Environmental station	T	T	L
	Clean-up central	T	T	T
Compressed air	Lines	T	T	T

Lease 6710-102

Sign.	Sign.
[initials]	[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

This brief technical description relates to both house 1 and house 2, see Attachment 4, unless otherwise stated.

The following abbreviations are used:

L = Property owner/Landlord

T = Tenant

Construction

General	The premises are leased in existing state. Adjustments according to Attachment 4 are carried out according to the existing standard, unless otherwise specified. The installations in the house are dimensioned for the occupancies set out in Attachment 6a.
	New walls for offices will be designed as system walls. New sections will be white.

Areas for kitchen and dining room on the ground floor of house 2.

The area shall be a kitchen as per Attachment 4 drawing conversion kitchen (kitchen plan).

T owns and shall be responsible for all equipment/devices as well as products in environmental rooms, goods acceptance, dishwasher room, preparation, serving and areas for seating. T shall ensure that all regulatory requirements are fulfilled and required permits are obtained for the premises and the business in the premises.

Heating, cooling

The premises shall be heated primarily with radiators and convectors placed under and next to windows.

The houses are connected to distance cooling and heating.

Cooling of premises is done primarily with active chilled beams fitted in false ceilings and/or via cooled air through diffusers in exceptional cases.

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Ventilation

Mechanical supply air via active chilled beams, inset in false ceilings. Exhaust air through vents in sanitary installations and the interior zones e.g. pantry, cloakrooms etc. Individual room regulation in conference rooms and by zones in large rooms. Forced supply and exhaust air in conference rooms designed for 7 or more persons.

Room air temperature indoors during non heating periods 22-25 °C.

Room air temperature indoors during heating period 20-23 °C.

The requirement applies weekdays, working hours 8 AM to 6 PM and during dimensioning outdoor conditions 27 °C/50% RH equivalent to quality class TQ2 according to the VVS Tekniska Föreningen [transl:Technical Plumbing Association, association of persons working with issues relating to energy, the environment and installation technology, founded 1909].

The above mentioned working hours constitute the basis for the energy calculations regarding the buildings. Working hours may change if the tenant so wishes, with altered energy consumption as a consequence.

If work is carried out outside normal working hours, ventilation can be started on the respective floor and be operational for a certain set time.

Power

The installation includes a monitored five conductor system for main cables, switchboards and cabinets.

All spaces are provided with 1 2-way socket for cleaning / 10 m.

Exceptions or smaller areas such as WC.

Each work station will be equipped for 1 3-way socket.

Completion with 12 new 16 A sockets/plan will be completed by L (applies to House 1 floors 3+4 and House 2 floor 3).

Lighting

L shall install basic lighting of 300 lux.

Lighting shall be divided into zones where it is possible to turn on and off lighting separately. Home safe lighting shall be arranged so that certain corridor lighting is always on. In storage cleaning, HWC and WC spaces there will be presence control. In larger conference rooms areas can be divided into zones and lighting can be dimmed. [initials]

[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Computers and telecommunications

Ducting for a double socket for computers/telecommunications per work station and in conference rooms, interview rooms and break rooms to the extent required.

Cross-connect room for telecommunications/computers

The area is not sprinkled, forms its own fire-cell regards construction, no smoke dampers, no ventilation.

UPS-room

The space does not have a separate extinguishing system or gastight batteries.

Safety and protection

The buildings have an outer perimeter with protection class 2 according to SSF 200:3.

Glass class is P6B up to 6 m above ground.

Safety room

The space is not sprinkled, forms its own fire-cell as regards construction, no smoke dampers, no ventilation.

Evacuation alarm

Tempered evacuation alarm.

Fire

L shall be responsible for the property’s fire protection according to regulatory requirements. T shall be responsible for fire safety within the leased property in accordance with Attachment 1 Paragraph 6.

Sprinklers

The buildings have sprinklers. [initials]

[initials]

	ATTACHMENT 6
Tenant: Qliktech International AB
	BRIEF TECHNICAL DESCRIPTION
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-101, 6710-102

Central vacuum cleaner

Installed in both houses.

Cold storage, house 2

In the basement of house 2, L shall carry out preparation and installation of district cooling, power (70kW), ventilation (create pressure for the server room) and sewage (for a smaller water quantity)for a future server room. If T wishes that a server room be installed, T is entitled to install a server room at his own cost. When moving out, the space shall be restored in accordance with Attachment 3 paragraph 7.

L shall adjust other areas in this space so that they can be used as cold storage.

Other

Spaces with personal alarms, such as HWC and resting rooms are provided with a local personal alarm.

L shall complete and fit 3 flag poles placed at the entrance for vehicles tp house 2.

L shall complete 5 smaller pantries with dishwashers (applies to house 2, and house 1 floors 3 and 4).

Back walls in House 1 shall be plastered and painted white. The same applies to entrance walls in the main stairway. [initials]

[initials]

	ATTACHMENT 6a
Tenant: Qliktech International AB
	OCCUPANCY,
	Drawings
Property: Block Forskaren 3, Lund, House 1 and House 2	Lease number: 6710-102

OCCUPANCY

Drawing:
A-49_1-21
A-49_1-22
A-49_1-23
A-49_1-24 [initials]

POWER OF ATTORNEY

Issued to Andreas Lundberg and Staffan Haglind, on our behalf to sign the lease with Qlik Tech International AB concerning the lease of office premises in the property Forskaren 3 in Lund.

Malmö, June 22, 2011

FASTIGHETS AB REMULUS LUND 3

(Corporate identity number 556686-2404)

[illegible signature]	[illegible signature]
Staffan Haglind	Marco Bassini
The above signatures are witnessed by
[illegible signature]	[illegible signature]
CAMILLA [ILLEGIBLE]	NILS-OVE JEPPSSON

1

Swedish Companies Registration Office e-REGISTRATION CERTIFICATE

FOR JOINT STOCK COMPANIES

Registration number 556686-2404
Registration date of property 09/22/2005	Current company’s registration date 07/04/2007
Document date 06/21/2011 7:39 PM	Page 1(3)

Cover page

556686-2404 Fastighets AB Remulus Lund 3

Pending applications not registered to date:

Reference number 211690/11 handled by unit 6A concerning:

     - auditor

2

Swedish Companies Registration Office e-REGISTRATION CERTIFICATE

FOR JOINT STOCK COMPANIES

Registration number 556686-2404
Registration date of property 09/22/2005	Current company’s registration date 07/04/2007
Document date 06/21/2011 7:39 PM	Page 2(3)

Registration number:	556686-2404
Company name:	Fastighets AB Remulus Lund 3
Address:	c/o Skanska Öresund
Headquarters:	205 33 MALMÖ
Province of registration:	Stockholm Province, Solna Municipality
Notes:

This is a private joint stock company.

FORMED DATE
08/30/2005

BREAKDOWN OF SHARE CAPITAL

Share capital...: SEK 100,000	Minimum: SEK 100,000
	Maximum: SEK 400,000
Number of shares...: 1,000	Minimum: 1,000
	Maximum: 4,000

MEMBER OF THE BOARD, CHAIRMAN
720707-3318 Haglind, Staffan Claes Erik, Byvägen 36, 247 41 SÖDRA SANDBY

MEMBERS OF THE BOARD
600815-0036 Bassini, Marco, Rödvensvägen 6, 231 75 BEDDINGESTRAND

BOARD ALTERNATE MEMBERS
700130-3903 Knutsson, Christine Helena, Erlandsrovägen 3 C, 218 45 VINTRIE

AUDITOR(S)
556043-4465 KPMG AB, Box 16106, 10323 STOCKHOLM,
Represented by: 560929-4656

MAIN ACCOUNTANT IN CHARGE
560929-4656 Lindén, Kent Lennart, KPMG Bohlins AB, Box 227, 201 22 MALMÖ

SIGNATORIES

3

Swedish Companies Registration Office e-REGISTRATION CERTIFICATE

FOR JOINT STOCK COMPANIES

Registration number 556686-2404
Registration date of property 09/22/2005	Current company’s registration date 07/04/2007
Document date 06/21/2011 7:39 PM	Page 3(3)

Two of the signatories below jointly sign on behalf of the company
Bassini, Marco
Haglind, Staffan Claes Erik
Knutsson, Christine Helena

PROVISION REGARDING NUMBER OF MEMBERS/ALTERNATE MEMBERS OF THE BOARD
The board shall consist of no less than 1 and no more than 10 members with a maximum of 10 alternate members.

ARTICLES OF ASSOCIATION
Date of most recent amendment: December 19, 2007

BUSINESS
The company shall acquire, manage and sell property and chattels in the real estate industry and associated activities.

FINANCIAL YEAR
01/01-12/31

SUMMONS
Summons are made by letter sent by post

COMPANY HISTORY
12/02/2006 Fastighets AB Remulus BW 1
09/22/2005 Aktiebolaget Grundstenen 106734

***** The above electronic registration certificate is issued by the Companies Registration Office *****

Companies Registration Office
851 81 Sundsvall
060 18 40 00
bolagsverket@bolagsverket.se
www.bolagsverket.se

4

[logo] SWEDISH TAX AGENCY	APPLICATION
	Tax liability for VAT relating to lease of commercial premises
	Date
	June 23, 2011

Please insert tenant details etc. on page 2

Application regarding tax liability for VAT relating to lease or assignment of the buildings, facilities or premises set out below.
Applicant’s details (1)

Name	Personal identity/Registration/Group reg. number
QlikTech International AB	556472-2691

o Property owner	þ Original Lessee	o Sub lessee
o Tenant	o Group principal	o Estate in
bankruptcy

Details of property/facility covered by this application

Property name	Address of property
Forskaren 3	Scheelevägen 24-26
Municipality	Province
Lund	Skåne
Name of owner (if other than applicant)	Personal identity/Registration number
Fastighets AB Remulus Lund 3	556686-2404
Date of acquisition of property and tenant-owner right	Date of entry January 1, 2011
o The application concerns tax liability during construction (2)	Tax liability requested as of (3) June 30, 2011

To be completed if the applicant is a group principal (4)
Consent to this application is granted by the owner/holder of the property or tenancy /tenant owners right

Name	Personal identity/Registration number
Fastighets AB Remulus Lund 3	556686-2404
Signature	Telephone number (including area code)
[illegible signatures]

Instructions

This information is collected based on Chapter 3 Paragraph 2 of the Tax Payment Act (1997:483). A person who has been granted tax liability for lease of commercial premises is subject to the VAT Act (1994:200), VA. Special rules concerning voluntary tax liability are set out in Chapter 3, Paragraph 3 and Chapter 9. VA. A person not previously registered for VAT shall also apply for registration at www.foretagsregistrering.se or submit “Tax and fees registration” (SKV 4620).

(1)	Tax liability can only be granted a person who is a property owner, lessee or sub lessee or tenant-owner. A person subject to VAT may be an estate in bankruptcy or a VAT group.
(2)	A property owner may in certain cases be granted voluntary tax liability already during the construction stage. If no lease subject to VAT is concluded when the property or facility is completed, the property owner shall repay the ingoing VAT and interest on costs.
	If you are granted voluntary tax liability during the construction stage you may not deduct for ingoing VAT on costs relating to the time prior to the date of application (retroactive deductions).
(3)	Tax liability is granted no earlier than the Tax Agency’s date of receipt of the application, however no earlier than the contractual date of entry of the tenant or tenant-owner of the part of the property to which the application relates. Under certain circumstances you may make a retroactive deduction for costs of new construction, extension or conversion.
(4)	Application by a group principal shall be made with the consent of the trader in the VAT group who owns the property or, in the case of tenancy or tenant-owner right, by the trader who is the holder of such tenancy or tenant-owner right.
(5)	If there is already tax liability prior to the lease of the company’s premises, the application shall only address the additional buildings, facilities, premises or areas that will be covered by the tax liability.

1

Tenants/tenant-owners who run a business in the premises entailing tax liability/right to repayment under the VAT Act. All details must be provided. ?

		Personal
	Business run in the	identity/Registration		Surface are of
Name	premises	number	Date of entry	premises/flat, m2
QlikTech Nordic AB	Offices (sales)	556481-0355	07/01/2011	1,362
QlikTech Internat
Markets AB	Offices (sales)	556683-5012	07/01/2011	Approx. 30
Total				1392
Premises subject to tax liability pursuant to previous decisions				0
Other leasable areas including premises used in own business				9504
Total leasable area				10896

Special information (if there is not enough space, please include an attachment)

Information that the applicant wishes to rely on in the assessment of tax liability and right to deduction

Signature

Signature by authorized signatory	Contact person
[illegible signature]	Jørn-André Hansen
Name	Telephone, Including area code
Lars Björk	010-209 75 00

2

EX-10.44

Exhibit 10.44

THIRD AMENDMENT TO LEASE

THIS THIRD AMENDMENT TO LEASE (“Third Amendment”) made and entered into this 30th day of June 1, 2011, by and between RADNOR PROPERTIES- SDC, L.P., hereinafter referred to as “Landlord” and QLIKTECH, INC., hereinafter referred to as “Tenant”.

WHEREAS, Landlord leased certain premises consisting of 39,026 rentable square feet of space commonly referred to as Suites 200, 220 (“Original Premises”) and E120 and E300 (“Additional Premises”) located at 150 Radnor Chester Road, Radnor, Pennsylvania 19087 pursuant to that certain Lease dated November 15, 2005 (“Original Lease”) as amended by First Amendment to Lease dated March 13, 2009 (“First Amendment”) and Second Amendment to Lease dated November 23, 2010, hereinafter referred to as “Lease,” the Original Premises being more particularly described therein; and

WHEREAS, Landlord and Tenant wish to amend the Lease as follows;

NOW, THEREFORE, in consideration of these present and the agreement of each other, Landlord and Tenant agree that the Lease shall be and the same is hereby amended as follows:

1. Incorporation of Recitals. The recitals set forth above, the Lease referred to therein and the exhibits attached hereto are hereby incorporated herein by reference as if set forth in full in the body of this Third Amendment. Capitalized terms not otherwise defined herein shall have the meanings given to them in the Lease.

2. Term Extension. Notwithstanding anything in the Second Amendment to the contrary, the Lease Term is hereby extended and shall expire ten (10) years and four (4) months following the Last Additional Premises Commencement Date (“Expiration Date”).

3. Fixed Rent. Notwithstanding anything in the Second Amendment to the contrary, Tenant shall pay Fixed Rent as follows:

For the Original Premises:

Time Period
From	To		Rent/sf			Rent/mo		Rent/yr
Last Additional Premises Commencement Date	Month 2		$	0.00	**	$	0	$	0
Month 3		12	$	27.50	*	$	39,714.58		476,575.00
Month 13		24	$	28.25	*	$	40,797.71		489,572.50
Month 25		36	$	29.00	*	$	41,880.83		502,570.00
Month 37		48	$	29.75	*	$	42,963.96		515,567.50
Month 49		60	$	30.50	*	$	44,047.08		528,565.00
Month 61		72	$	31.25	*	$	45,130.21		541,562.50
Month 73		84	$	32.00	*	$	46,213.33		554,560.00
Month 85		96	$	32.75	*	$	47,296.46		567,557.50
Month 97		108	$	33.50	*	$	48,379.58		580,555.00
Month 109	Expiration Date		$	34.25	*	$	49,462.71		593,552.50

*	plus Additional Rent and Electric
**	plus Electric

For Suite E120:

Time Period
From	To	Rent/sf			Rent/mo		Rent/yr
Suite E120 Additional Premises Commencement Date	Last Additional Premises Commencement Date	$	27.50	*	$	10,452.29	$	125,427.50

* plus Additional Rent and Electric

For Suite E300:

Time Period
From	To	Rent/sf			Rent/mo		Rent/yr
Suite E300 Additional Premises Commencement Date	Last Additional Premises Commencement Date	$	27.50	*	$	39,680.21	$	476,162.50

* plus Additional Rent and Electric

For the Additional Premises:

Time Period
From	To		Rent/sf			Rent/mo		Rent/yr
Last Additional Premises Commencement Date	Month 4		$	0	**	$	0	$	0
Month 5		12	$	27.50	*		50,132,50		601,590.00
Month 13		24	$	28.25	*		51,499.75		617,997.00
Month 25		36	$	29.00	*		52,867.00		634,404.00
Month 37		48	$	29.75	*		54,234.25		650,811.00
Month 49		60	$	30.50	*		55,601.50		667,218.00
Month 61		72	$	31.25	*		56,968.75		683,625.00
Month 73		84	$	32.00	*		58,336.00		700,032.00
Month 85		96	$	32.75	*		59,703.25		716,439.00
Month 97		108	$	33.50	*		61,070.50		732,846.00
Month 109	Expiration Date		$	34,25	*		62,437.75		749,253.00

*	plus Additional Rent and Electric
**	plus Electric

4. Delay. Article 2(f) of the Second Amendment remains in full force and effect and Landlord and Tenant shall determine delay damages after all of the Additional Premises are delivered to Tenant in accordance with the Second Amendment.

5. Early Termination Date. Notwithstanding anything in the Second Amendment to the contrary, the Early Termination Date shall be the last day of the 88^th month following the Last Additional Premises Commencement Date.

2

6. Binding Effect. Except as expressly amended hereby, the Lease remains in full force and effect in accordance with its terms. Tenant specifically acknowledges and agrees that Article 18 of the Lease concerning Confession of Judgment is and shall remain in full force and effect in accordance with its terms.

IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Third Amendment on the date first above written.

WITNESS:	LANDLORD: RADNOR PROPERTIES-SDC, L.P. By: Radnor GP-SDC, L.L.C., its general partner
	By:	/s/ Daniel Palazzo
		Name:	DANIEL PALAZZO
		Title:	VICE PRESIDENT-ASSET MANAGER

ATTEST:	TENANT: QLIKTECH, INC.
	By:	/s/ William Sorenson
		Name:	WILLIAM SORENSON
		Title:	CFO

3

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO
SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

I, Lars Björk, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Qlik Technologies Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) (Paragraph omitted pursuant to SEC Release Nos. 33-8238/34-47986 and 33-8392/34-49313);

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2011	/s/ LARS BJÖRK
	Lars Björk
	President, Chief Executive Officer, and Director (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO
SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

I, William G. Sorenson, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Qlik Technologies Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) (Paragraph omitted pursuant to SEC Release Nos. 33-8238/34-47986 and 33-8392/34-49313);

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 5, 2011	/s/ WILLIAM G. SORENSON
	William G. Sorenson
	Chief Financial Officer, Treasurer, and Secretary (Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the accompanying Quarterly Report on Form 10-Q of Qlik Technologies Inc. (the “Company”) for the quarter ended June 30, 2011, as filed with the United States Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Lars Björk, President, Chief Executive Officer and Director of the Company, and William G. Sorenson, Chief Financial Officer, Treasurer and Secretary of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to their respective knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ LARS BJÖRK
	Lars Björk
	President, Chief Executive Officer, and Director (Principal Executive Officer) August 5, 2011
By:	/s/ WILLIAM G. SORENSON
	William G. Sorenson
	Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Principal Accounting Officer) August 5, 2011

This certification is made solely for the purposes of 18 U.S.C. Section 1350, subject to the knowledge standard contained therein, and not for any other purpose. A signed original of this written statement required by Section 906 has been provided to Qlik Technologies Inc. and will be retained by Qlik Technologies Inc. and furnished to the United States Securities and Exchange Commission or its staff upon request.

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data	Jun. 30, 2011	Dec. 31, 2010
Current assets:
Allowance for doubtful accounts	$ 810	$ 807
Stockholders' equity:
Preferred stock, par value, in dollars per share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value, in dollars per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	82,847,266	78,752,390
Common stock, shares outstanding	82,847,266	78,752,390

XML



Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Revenue:
License revenue	$ 45,329	$ 32,544	$ 83,214	$ 58,766
Maintenance revenue	21,780	13,519	41,157	26,588
Professional services revenue	6,933	5,067	12,690	9,541
Total revenue	74,042	51,130	137,061	94,895
Cost of revenue:
License revenue	777	1,178	1,692	1,857
Maintenance revenue	1,697	1,013	3,238	1,708
Professional services revenue	6,126	3,554	11,325	6,466
Total cost of revenue	8,600	5,745	16,255	10,031
Gross profit	65,442	45,385	120,806	84,864
Operating expenses:
Sales and marketing	45,393	27,751	83,065	53,164
Research and development	6,531	2,980	11,843	5,644
General and administrative	17,119	8,813	34,508	18,206
Total operating expenses	69,043	39,544	129,416	77,014
Income (loss) from operations	(3,601)	5,841	(8,610)	7,850
Other income (expense), net:
Interest income (expense), net	27	(185)	60	(443)
Change in fair value of warrants	0	(1,408)	0	(1,962)
Foreign exchange gain (loss) and other income (expense), net	361	664	(1,113)	(698)
Total other income (expense), net	388	(929)	(1,053)	(3,103)
Income (loss) before (provision) benefit for income taxes	(3,213)	4,912	(9,663)	4,747
(Provision) benefit for income taxes	1,043	(1,374)	2,920	(1,328)
Net income (loss)	$ (2,170)	$ 3,538	$ (6,743)	$ 3,419
Net income (loss) per common share:
Basic	$ (0.03)	$ 0.02	$ (0.08)	$ 0.02
Diluted	$ (0.03)	$ 0.02	$ (0.08)	$ 0.02
Weighted average number of common shares:
Basic	81,724,971	17,222,001	80,486,401	17,035,083
Diluted	81,724,971	24,711,969	80,486,401	24,150,670

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Document and Entity Information (USD $) In Billions, except Share data	6 Months Ended
	Jun. 30, 2011	Aug. 01, 2011	Dec. 31, 2010
Document and Entity Information [Abstract]
Entity Registrant Name	QLIK TECHNOLOGIES INC
Entity Central Index Key	0001305294
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float			$ 1
Entity Common Stock, Shares Outstanding		83,010,500

XML



Business and Geographic Segment Information

6 Months Ended

Jun. 30, 2011

Business and Geographic Segment Information [Abstract]

Business and Geographic Segment Information

(7) Business and Geographic Segment Information

The Company currently operates in one operating business segment, namely, the development, commercialization and implementation of software products and related services. The Company is managed and operated as one business. A single management team that reports to the chief operating decision maker comprehensively manages the entire business. The Company does not operate any material separate lines of business or separate business entities with respect to its products or product development. Accordingly, the Company views its business and manages its operations as one reportable segment.

The following geographic data includes revenues generated by subsidiaries located within that geographic area. The Company’s revenues were generated in the following geographic regions for the periods indicated:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
The Americas	$	22,736	$	15,771	$	43,372	$	28,522
Europe		44,738		31,898		82,005		59,161
Rest of world		6,568		3,461		11,684		7,212
	$	74,042	$	51,130	$	137,061	$	94,895

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Acquisitions

6 Months Ended

Jun. 30, 2011

Acquisitions [Abstract]

Acquisitions

(3) Acquisitions

On January 22, 2010, the Company completed its acquisition of Syllogic Corporation for total consideration of $1.1 million. The purchase price consisted of 120,000 shares of common stock valued at $0.6 million and contingent cash consideration of $0.5 million, which is estimated to be paid out over a four year period. The total maximum contingent cash consideration that could be paid pursuant to the agreement is $0.8 million. The Company paid $0.2 million through June 30, 2011, based on achievement of certain financial targets.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2011

Commitments and Contingencies [Abstract]

Commitments and Contingencies

(9) Commitments and Contingencies

In May 2011, the Company began to occupy a new leased facility in Lund, Sweden, and simultaneously ceased use of its previous leased facility in Lund. In July 2011, the Company reached an agreement with the landlord of the previous leased facility to allow the Company to terminate the lease agreement in exchange for a lease termination fee of 9.5 million Swedish kronor (approximately $1.5 million based on an assumed exchanged rate of 0.16 as of June 30, 2011). This lease termination fee is payable no later than September 30, 2011, and is included in accrued expenses on the Company’s unaudited consolidated balance sheet as of June 30, 2011. In addition to the lease termination fee, the Company incurred $0.4 million in rent charges following its abandonment of the previous leased facility as well as an impairment charge of $0.3 million related to the write-off of leasehold improvements from the previous leased facility. These items resulted in aggregate lease termination costs of $2.2 million and are recorded in general and administrative expenses in the accompanying unaudited consolidated statements of operations for the three and six months ended June 30, 2011.

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2011

Stock-Based Compensation [Abstract]

Stock-Based Compensation

(8) Stock-Based Compensation

Common Stock Options

The following provides a summary of the common stock option activity for the Company for the six months ended June 30, 2011:

						Weighted-
						Average
				Weighted-		Remaining
	Number of			Average		Contractual		Aggregrate
	Shares			Exercise Price		Term (Years)		Intrinsic Value
Outstanding as of January 1, 2011		12,053,445		$	2.95		6.71
Granted		1,462,500		$	25.64
Exercised		(4,094,876	)	$	1.52
Forfeited		(151,275	)	$	9.19
Outstanding as of June 30, 2011		9,269,794		$	7.05		7.17	$	250,378
Exercisable at June 30, 2011		4,489,994		$	1.80		5.81	$	144,852
Vested and expected to vest at June 30, 2011		8,712,947		$	7.09		7.17	$	234,988

The Company’s 2010 Equity Incentive Plan (“2010 Plan”) took effect on the effective date of the registration statement, July 16, 2010, for the Company’s initial public offering (“IPO”). The Company initially reserved 3,300,000 shares of its common stock for issuance under the 2010 Plan. The number of shares reserved for issuance under the 2010 Plan will be increased automatically on January 1st of each year, starting with 2011, by a number equal to the smallest of (i) 3,300,000 shares; (ii) 3.75% of the shares of common stock outstanding at that time; or (iii) a number of shares determined by the Company’s board of directors. In February 2011, the Board of Directors of the Company authorized an automatic increase to the 2010 Plan equal to 2,952,968 shares. As of June 30, 2011, there were 4,175,256 shares available for issuance under the 2010 Plan.

For the six months ended June 30, 2011 and 2010, the Company issued common stock options exercisable for 1,462,500 and 1,250,500 shares, respectively, to employees and non-employee directors. The grant date weighted-average fair value per common stock option for the six months ended June 30, 2011 and 2010 was $12.34 and $6.18, respectively.

Proceeds from the exercise of common stock options were $6.1 million and $0.9 million for the six months ended June 30, 2011 and 2010, respectively. The total intrinsic value of common stock options exercised during the six months ended June 30, 2011 and 2010 was $106.7 million and $3.7 million, respectively. For the six months ended June 30, 2011, the Company has not recognized any excess tax benefits on stock options exercised. The excess tax benefit will be recorded to additional paid-in-capital when realized. The Company recognized an excess tax benefit on such exercises for the six months ended June 30, 2010 of $0.7 million.

The assumptions used in the Black-Scholes option pricing model are:

	Three Months Ended June 30,			Six Months Ended June 30,
	2011		2010	2011		2010
Expected dividend yield	0.0%		0.0%	0.0%		0.0%
Risk-free interest rate		1.9% - 2.2%	2.4%		1.9% - 2.7%		1.9% - 2.7%
Expected volatility	45.9% - 46.4%		49.2%	45.9% - 47.0%		48.7% - 50.2%
Expected life (Swedish grants, in years)	4		4	4		4
Expected life (all other grants, in years)	6.25		6.25	6.25		6.25

For the three months ended June 30, 2011 and 2010, the Company recorded stock-based compensation expenses of $1.8 million and $0.5 million, respectively, related to common stock option grants. For the six months ended June 30, 2011 and 2010, the Company recorded stock-based compensation expenses of $3.2 million and $1.0 million, respectively, related to common stock option grants.

As of June 30, 2011, there was $22.5 million of total unrecognized compensation cost, net of estimated forfeitures, related to non-vested employee and non-employee director common stock options.

Restricted Stock Units

The following provides a summary of the restricted stock unit activity for the Company as of the six months ended June 30, 2011:

			Weighted-
			Average
	Number of		Grant Date		Aggregrate
	Shares		Fair Value		Intrinsic Value
Outstanding as of January 1, 2011		40,820	$	11.02
Granted		16,492		31.83
Vested		—		—
Forfeited		—		—
Unvested as of June 30, 2011		57,312	$	17.01	$	977
Vested and expected to vest at June 30, 2011		57,312	$	17.01	$	977

The Company grants restricted stock unit awards to its non-employee directors under the provisions of the 2010 Plan. The cost of a restricted stock unit is determined using the fair value of the Company’s common stock on the date of grant. A restricted stock unit award entitles the holder to receive shares of the Company’s common stock as the award vests. Vesting may be based on length of service, the attainment of performance-based milestones, or a combination of both. Stock-based compensation expense is amortized on a straight-line basis over the vesting period.

In May 2011, the Company granted restricted stock unit awards for an aggregate of 16,492 shares of common stock to its non-employee directors having an aggregate value of $0.5 million based on the closing price of the Company’s stock price of $31.83 at the date of grant.

For the three months ended June 30, 2011, the Company recorded stock-based compensation expenses of $0.2 million related to restricted stock unit awards. For the six months ended June 30, 2011, the Company recorded stock-based compensation expenses of $0.3 million related to restricted stock unit awards. For the three and six months ended June 30, 2010, there was no stock-based compensation expense related to restricted stock unit awards.

As of June 30, 2011, there was $0.5 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units. This amount will be amortized on a straight-line basis over the requisite service period related to the restricted unit grants.

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Description of Business

6 Months Ended

Jun. 30, 2011

Description of Business [Abstract]

Description of Business

(1) Description of Business

Qlik Technologies Inc. (“We, QlikTech or the Company”) has pioneered a powerful, user-driven business intelligence solution that enables our customers to make better and faster business decisions. Our Business Discovery platform, QlikView, combines enterprise-class analytics and search functionality with the simplicity and ease-of-use found in office productivity software tools for a broad set of business users. Through its wholly owned subsidiaries, the Company sells software solutions that are powered by our in-memory associative search technology, which has utilized rapid advances in computing power to yield significant improvement in flexibility and performance at a lower cost than traditional business intelligence solutions.

XML



Goodwill and Other Intangible Assets

6 Months Ended

Jun. 30, 2011

Goodwill and Other Intangible Assets [Abstract]

Goodwill and Other Intangible Assets

(4) Goodwill and Other Intangible Assets

The cost of finite-lived intangible assets is amortized on a straight-line basis over their estimated useful lives. The estimated useful lives of these assets range from one to five years. Amortization of intangible assets was de minimus for the three months ended June 30, 2011 and 2010, respectively. Amortization of intangible assets was $0.1 million and $0.1 million for the six months ended June 30, 2011 and 2010, respectively. The estimated aggregate amortization expense for each of the succeeding years is as follows: $0.1 million for the remainder of 2011 and $0.2 million in 2012. The Company evaluates the useful lives of these assets on a periodic basis and tests for impairments whenever events or changes in circumstances occur that could impact the recoverability of these assets.

The change in goodwill in the unaudited consolidated balance sheet during the six months ended June 30, 2011 was due to foreign currency translation.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2011

Fair Value Measurements [Abstract]

Fair Value Measurements

(5) Fair Value Measurements

The Company evaluates assets and liabilities subject to fair value measurements on a recurring and nonrecurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The Company estimated the fair value of the Syllogic Corporation contingency using a probability-weighted discount cash flow model. The contingency is more fully described in Note 3 to these unaudited consolidated financial statements. This fair value was classified as Level 3 because it was based on significant observable inputs that are supported by little or no market activity and reflect our own assumptions. There were no material changes in fair value from December 31, 2010 to June 30, 2011.

Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired. During the three and six months ended June 30, 2011 and the year ended December 31, 2010, there were no fair value adjustments for assets and liabilities measured on a non-recurring basis.

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(Provision) Benefit for Income Taxes

6 Months Ended

Jun. 30, 2011

(Provision) Benefit for Income Taxes [Abstract]

(Provision) Benefit for Income Taxes

(6) (Provision) Benefit for Income Taxes

The effective tax rate for the three months ended June 30, 2011 was a benefit of 32.5% compared to a provision of 28.0% in the prior-year period. The effective tax rate for the six months ended June 30, 2011 was a benefit of 30.2% compared to a provision of 28.0% in the prior-year period. The Company’s (provision) benefit for income taxes was based on our estimated annual effective tax rate adjusted for the recognition of discrete items. The Company’s estimated annual effective tax rate principally includes the U.S. federal statutory rate, state income taxes and the impact of foreign income taxed at different rates. The Company operates in an international environment with significant operations in various locations outside the U.S. Accordingly, the consolidated income tax rate is a composite rate reflecting the Company’s income (loss) and the applicable tax rate in the various locations where the Company operates.

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Cash flows from operating activities
Net income (loss)	$ (6,743)	$ 3,419
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	1,196	739
Stock-based compensation expense	3,500	1,049
Excess tax benefit from stock-based compensation	0	(656)
Other non-cash items	448	300
Change in fair value of warrants	0	1,962
Unrealized foreign currency (gain) loss, net	(946)	1,169
Changes in assets and liabilities:
Accounts receivable	18,515	10,148
Prepaid expenses and other assets	(6,263)	(1,345)
Deferred revenue	2,284	2,932
Accounts payable and other liabilities	166	(2,330)
Net cash provided by operating activities	12,157	17,387
Cash flows from investing activities
Purchase of property and equipment	(5,139)	(1,074)
Acquisition, net of cash acquired	(179)	193
Net cash used in investing activities	(5,318)	(881)
Cash flows from financing activities
Proceeds from exercise and issuance of common stock options	6,127	951
Payments on line of credit and long-term debt, net	0	(2,310)
Excess tax benefit on stock-based compensation	0	656
Payments of offering costs	0	(1,769)
Net cash provided by (used in) financing activities	6,127	(2,472)
Effect of exchange rates on cash	2,825	(3,046)
Net increase in cash and cash equivalents	15,791	10,988
Cash and cash equivalents, beginning of period	158,712	24,852
Cash and cash equivalents, end of period	174,503	35,840
Supplemental cash flow information:
Cash paid during the period for interest	58	329
Cash paid during the period for income taxes	11,865	786
Non-cash investing activities:
Leasehold improvement allowance received under operating lease	1,764	0
Common stock issued for acquisition of business	$ 0	$ 622

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Significant Accounting Policies

6 Months Ended

Jun. 30, 2011

Significant Accounting Policies [Abstract]

Significant Accounting Policies

(2) Significant Accounting Policies

Significant Accounting Policies

The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2010 included in the Company’s Annual Report on Form 10-K (file number 001-34803), filed with the SEC on March 16, 2011. Since the date of those financial statements, there have been no material changes to the Company’s significant accounting policies.

Basis of Presentation and Consolidation

The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated. Prior year amounts have been reclassified where appropriate to conform to the current year classification for comparative purposes.

Interim Financial Statements

The accompanying interim unaudited consolidated financial statements and related disclosures are unaudited and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) on the same basis as the audited consolidated financial statements for the year ended December 31, 2010 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 16, 2011 and, in the opinion of management, include all adjustments of a normal recurring nature considered necessary to present fairly the Company’s financial position, results of operations, and cash flows for the six months ended June 30, 2011 and 2010. The results of operations for the three and six months ended June 30, 2011 and 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2011 or any other future periods. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted under the Securities and Exchange Commission’s (“SEC”) rules and regulations. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2010. The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to the Quarterly Report on Form 10-Q and, therefore, do not include all information and footnotes required by U.S. GAAP for complete financial statements.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

On an ongoing basis, the Company evaluates its estimates, including those related to the accounts receivable allowance, useful lives of long-lived assets, the recoverability of goodwill and other intangible assets, assumptions used for the purpose of determining stock-based compensation expense and income taxes, among others. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities as well as reported revenue and expenses during the periods presented.

Foreign Currency Translation

The financial statements of the Company’s foreign operations are measured using the local currency as the functional currency. The local currency assets and liabilities are translated at the rate of exchange to the U.S. dollar on the balance sheet date and the local currency revenues and expenses are translated at average rates of exchange to the U.S. dollar during the reporting periods. Foreign currency transaction gains (losses) have been reflected as a component of the Company’s statements of operations and foreign currency translation gains (losses) have been included as a component of accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included as a component of other income (expense), net.

Business Combinations

The Company recognizes all of the assets acquired, liabilities assumed and contingent consideration at their fair value on the acquisition date. The purchase price allocation process requires management to make significant estimates and assumptions, especially at the acquisition date, with respect to intangible assets acquired, estimated contingent consideration payments and pre-acquisition contingencies assumed. Unanticipated events and circumstances may occur which may affect the accuracy or validity of such assumptions, estimates or actual results. Additionally, any change in the fair value of the acquisition-related contingent consideration subsequent to the acquisition date, including changes from events after the acquisition date, will be recognized in earnings in the period of the estimated fair value change. All other changes in a valuation allowance or uncertain tax positions are recognized as a reduction of or an increase to income tax expense.

Acquisition-related transaction costs, including legal and accounting fees and other external costs directly related to the acquisition, are recognized separately from the acquisition and expensed as incurred in general and administrative expenses in the unaudited consolidated statements of operations.

Accumulated Comprehensive Income (Loss)

The Company classifies items of accumulated other comprehensive income (loss) separately within stockholders’ equity. For the three and six months ended June 30, 2011 and 2010, accumulated comprehensive income (loss) was:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Foreign currency translation gain (loss)		203			(1,054	)		2,008			(640	)
Accumulated comprehensive income (loss)	$	(1,967	)	$	2,484		$	(4,735	)	$	2,779

Fair Value of Financial Instruments

The carrying amount of cash and cash equivalents, accounts receivable, other current assets, and accounts payable approximate fair value, due to their short-term nature.

Stock-Based Compensation

The Company recognizes the cost of stock-based compensation based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to determine the fair value of common stock option awards. The fair value of a restricted stock unit is determined by using the fair value of the Company’s common stock on the date of grant. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note 8 to these unaudited consolidated financial statements. The estimated fair value of stock-based compensation awards on the date of grant is amortized on a straight-line basis over the requisite service period. Stock-based compensation expense is recorded within cost of revenue, sales and marketing, research and development, and general and administrative expenses.

The following table sets forth the total stock-based compensation expense included in the unaudited consolidated statements of operations for the three and six months ended June 30, 2011 and 2010:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Cost of revenue	$	156	$	26	$	252	$	52
Sales and marketing		1,079		308		1,928		568
Research and development		91		21		133		42
General and administrative		674		194		1,187		387
	$	2,000	$	549	$	3,500	$	1,049

Net Income (Loss) Attributable to Common Share

The following table sets forth the computation of basic and diluted net income (loss) per common share for the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Basic net income (loss) per common share calculation:
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Less: Undistributed earnings allocated to participating securities		—			(3,129	)		—			(3,056	)
Net income (loss) attributable to common shares		(2,170	)		409			(6,743	)		363
Weighted average common shares outstanding		81,724,971			17,222,001			80,486,401			17,035,083
Net income (loss) per share — Basic	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02
Diluted net (loss) income per common share calculation:
Net income (loss)	$	(2,170	)	$	3,538		$	(6,743	)	$	3,419
Less: Undistributed earnings allocated to participating securities		—			(3,129	)		—			(3,056	)
Net income (loss) attributable to common shares		(2,170	)		409			(6,743	)		363
Weighted average shares used to compute basic net income (loss) per share		81,724,971			17,222,001			80,486,401			17,035,083
Effect of potentially dilutive securities:
Employee stock options		—			7,489,968			—			7,115,587
Weighted average shares used to compute diluted net income (loss) per share		81,724,971			24,711,969			80,486,401			24,150,670
Diluted net income (loss) per share	$	(0.03	)	$	0.02		$	(0.08	)	$	0.02

Diluted net income (loss) per common share for the periods presented does not reflect the following potential common shares as the effect would be anti-dilutive:

	Three Months Ended June 30,				Six Months Ended June 30,
	2011		2010		2011		2010
Common stock options		9,269,794		725,000		9,269,794		725,000
Restricted stock units		57,312		—		57,312		—
Common stock warrants		—		474,282		—		474,282
		9,327,106		1,199,282		9,327,106		1,199,282

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption.

In January 2010, the FASB updated the accounting guidance related to fair value measurements disclosures. The updated guidance (i) requires separate disclosure of significant transfers in and out of Level 1 and Level 2 fair value measurements, (ii) requires disclosure of Level 3 fair value measurements activity on a gross basis, (iii) clarifies existing disaggregation requirements, and (iv) clarifies existing input and valuation technique disclosure requirements. The updated guidance was effective for the Company for interim or annual periods beginning after January 1, 2010, except for Level 3 fair value measurement disclosure requirements, which are effective for fiscal years beginning after January 1, 2011. The Company adopted the aspects of the guidance on January 1, 2010 and adopted the remaining guidance on January 1, 2011. The adoption of the guidance had no material impact on the consolidated financial statements.

In June 2010, the FASB issued an Accounting Standards Update to the Comprehensive Income Topic in the ASC aimed at increasing the prominence of items reported in other comprehensive income in the financial statements. This update requires companies to present comprehensive income in a single statement below net income or in a separate statement of comprehensive income immediately following the income statement. Companies will no longer be allowed to present comprehensive income on the statement of changes in shareholders’ equity. In both options, companies must present the components of net income, total net income, the components of other comprehensive income, total other comprehensive income and total comprehensive income. This update does not change which items are reported in other comprehensive income or the requirement to report reclassifications of items from other comprehensive income to net income. This requirement will become effective for the Company beginning with the Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 and will require retrospective application for all periods presented.

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Consolidated Balance Sheets (USD $) In Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Current assets:
Cash and cash equivalents	$ 174,503	$ 158,712
Accounts receivable, net of allowance for doubtful accounts of $810 and $807, respectively	70,946	85,364
Prepaid expenses and other current assets	14,180	7,107
Deferred income taxes	527	527
Total current assets	260,156	251,710
Property and equipment, net	10,131	4,399
Intangible assets, net	306	388
Goodwill	2,861	2,746
Deferred income taxes	4,248	4,248
Deposits and other noncurrent assets	1,679	1,573
Total assets	279,381	265,064
Current liabilities:
Accounts payable	7,469	5,627
Deferred revenue	54,941	50,024
Accrued payroll and other related costs	27,976	25,262
Accrued expenses	16,921	21,391
Deferred income taxes	337	337
Total current liabilities	107,644	102,641
Long-term liabilities:
Deferred income taxes	48	48
Other long-term liabilities	7,605	3,185
Total liabilities	115,297	105,874
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.0001 par value, 10,000,000 authorized, none issued and outstanding at June 30, 2011 and December 31, 2010	0	0
Common stock, $0.0001 par value, 300,000,000 shares authorized; 82,847,266 shares issued and outstanding at June 30, 2011 and 78,752,390 shares issued and outstanding at December 31, 2010	8	8
Additional paid-in-capital	167,557	157,928
(Accumulated deficit) retained earnings	(6,610)	133
Accumulated other comprehensive income	3,129	1,121
Total stockholders' equity	164,084	159,190
Total liabilities and stockholders' equity	$ 279,381	$ 265,064