Jupitermedia Corp Sample Contracts

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WITNESSETH:
Asset Purchase Agreement • August 2nd, 2004 • Jupitermedia Corp • Services-business services, nec • New York
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF INTERNET.COM LLC A DELAWARE LIMITED LIABILITY COMPANY
Limited Liability Company Agreement • April 15th, 1999 • Internet Com Corp • Delaware
COMMON STOCK
Purchase Agreement • May 19th, 1999 • Internet Com Corp • Services-business services, nec • Minnesota
BETWEEN
Stock Purchase Agreement • July 1st, 2003 • Jupitermedia Corp • Services-business services, nec • New York
BY AND AMONG
Asset Purchase Agreement • August 14th, 2002 • Int Media Group Inc • Services-business services, nec • New York
WITNESSETH:
Asset Purchase Agreement • April 2nd, 2004 • Jupitermedia Corp • Services-business services, nec • New York
MEDIABISTRO INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent, Rights Agreement Dated as of July 3, 2013
Rights Agreement • July 8th, 2013 • Mediabistro Inc. • Services-business services, nec • Colorado

This RIGHTS AGREEMENT, dated as of July 3, 2013 (this “Agreement”), by and between Mediabistro Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).

COMMON STOCK
Underwriting Agreement • January 11th, 2000 • Internet Com Corp • Services-business services, nec • California
MERGER AGREEMENT OF INTERNET.COM, LLC WITH AND INTO INTERNET.COM CORPORATION
Merger Agreement • May 19th, 1999 • Internet Com Corp • Services-business services, nec • Delaware
CREDIT AGREEMENT dated as of December 22, 2005 among JUPITERMEDIA CORPORATION The Lenders Party Hereto, LASALLE BANK NATIONAL ASSOCIATION, as Syndication Agent, KEYBANK NATIONAL ASSOCIATION, as Documentation Agent and JPMORGAN CHASE BANK, N.A., as...
Credit Agreement • December 28th, 2005 • Jupitermedia Corp • Services-business services, nec • New York

CREDIT AGREEMENT, dated as of December 22, 2005, among JUPITERMEDIA CORPORATION, LASALLE BANK NATIONAL ASSOCIATION, as Syndication Agent, KEYBANK NATIONAL ASSOCIATION, as Documentation Agent, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

AMENDMENT NO. 2
Credit Agreement • November 13th, 2006 • Jupitermedia Corp • Services-business services, nec • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 18, 2005 among JUPITERMEDIA CORPORATION The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent
Credit Agreement • July 20th, 2005 • Jupitermedia Corp • Services-business services, nec • New York

AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 18, 2005, among JUPITERMEDIA CORPORATION, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

SECURITY AGREEMENT
Security Agreement • February 27th, 2009 • Webmedia Brands Inc. • Services-business services, nec • Ohio

This SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of the 30th day of July, 2007 by MEDIABISTRO.COM INC., a Delaware corporation (“Pledgor”), in favor of KEYBANK NATIONAL ASSOCIATION, as the administrative agent under the Credit Agreement, as hereinafter defined (“Agent”), for the benefit of Agent and the Lenders, as hereinafter defined.

GUARANTY OF PAYMENT
Guaranty of Payment • July 18th, 2007 • Jupitermedia Corp • Services-business services, nec • Ohio

This GUARANTY OF PAYMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of the 12th day of July, 2007, by WORKBOOK, INC., a California corporation (“Guarantor”), in favor of KEYBANK NATIONAL ASSOCIATION, as the administrative agent under the Credit Agreement, as hereinafter defined (“Agent”), for the benefit of the Lenders, as hereinafter defined.

SECURITY AGREEMENT
Security Agreement • November 17th, 2011 • Webmediabrands Inc. • Services-business services, nec • New York

This SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of the 14th day of November, 2011 by INSIDE NETWORK INC., a California corporation (“Borrower”), in favor of ALAN M. MECKLER, a New York resident (“Lender”).

GUARANTEE AGREEMENT
Guarantee Agreement • December 28th, 2005 • Jupitermedia Corp • Services-business services, nec • New York

GUARANTEE AGREEMENT, dated as of December 22, 2005 (as amended, supplemented or otherwise modified from time to time, this “Guarantee”), made by each of the undersigned Subsidiaries (collectively, the “Guarantors”) in favor of JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), for the benefit of the Guaranteed Parties.

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • November 17th, 2011 • Webmediabrands Inc. • Services-business services, nec • New York

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of the 14th day of November, 2011 by WEBMEDIABRANDS INC., a Delaware corporation (“Borrower”), in favor of ALAN M. MECKLER, a New York resident, (“Lender”).

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PLEDGE AGREEMENT
Pledge Agreement • December 28th, 2005 • Jupitermedia Corp • Services-business services, nec • New York

PLEDGE AGREEMENT, dated as of December 22, 2005 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among JUPITERMEDIA CORPORATION (the “Borrower”), the SUBSIDIARIES party hereto (collectively, together with the Borrower, the “Pledgors”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties.

4,200,000 Shares1 Jupitermedia Corporation Common Stock PURCHASE AGREEMENT
Purchase Agreement • May 10th, 2004 • Jupitermedia Corp • Services-business services, nec • Minnesota

Jupitermedia Corporation, a Delaware corporation (the “Company”), and the stockholders of the Company listed in Schedule I hereto (the “Selling Stockholders”) severally propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of 4,200,000 shares (the “Firm Shares”) of Common Stock, $.01 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 3,200,000 authorized but unissued shares of Common Stock to be issued and sold by the Company and 1,000,000 outstanding shares of Common Stock to be sold by the Selling Stockholders. The Company also proposes to sell to the several Underwriters up to 630,000 additional shares of Common Stock if and to the extent that you, as representatives of the Underwriters, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Common Stock granted to the Underwriters in Section 3 hereof (the “Option Shares”). The Firm Shares and any Opt

SECURITY AGREEMENT
Security Agreement • December 28th, 2005 • Jupitermedia Corp • Services-business services, nec • New York

SECURITY AGREEMENT, dated as of December 22, 2005 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among JUPITERMEDIA CORPORATION, a Delaware corporation (the “Borrower”), the SUBSIDIARIES party hereto (collectively, together with the Borrower, the “Grantors”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties.

RECITALS --------
Indemnification Agreement • May 4th, 2007 • Jupitermedia Corp • Services-business services, nec • Delaware
INCENTIVE STOCK OPTION AGREEMENT UNDER THE JUPITERMEDIA CORPORATION 2008 STOCK INCENTIVE PLAN
Incentive Stock Option Agreement • June 9th, 2008 • Jupitermedia Corp • Services-business services, nec • Delaware
INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • February 27th, 2009 • Webmedia Brands Inc. • Services-business services, nec • Ohio

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of the 30th day of July, 2007, by MEDIABISTRO.COM INC., a Delaware corporation (“Pledgor”), in favor of KEYBANK NATIONAL ASSOCIATION, as the administrative agent under the Credit Agreement, as hereinafter defined (“Agent”), for the benefit of the Lenders, as hereinafter defined.

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • December 28th, 2005 • Jupitermedia Corp • Services-business services, nec • Delaware

This AGREEMENT (the “Agreement”) is dated as of December 23, 2005 by and among JupiterImages Corporation, an Arizona corporation (“Buyer”), VA Software Corporation, a Delaware corporation (“Parent”), and Animation Factory, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Seller”).

LETTER OF CREDIT REIMBURSEMENT AND SECURITY AGREEMENT (Stand-by Letter of Credit)
Letter of Credit Reimbursement and Security Agreement • February 27th, 2009 • Webmedia Brands Inc. • Services-business services, nec • Ohio

In consideration of the issuance, at the request of the Account Parties of the Credit in accordance with the terms of any Letter of Credit Application as prepared by the Account Parties and presented to the Issuer, the Account Parties hereby represent, warrant and agree as follows:

Contract
Common Stock Purchase Warrant • November 20th, 2013 • Mediabistro Inc. • Services-business services, nec • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO REGISTRATION OF TRANSFER OF THIS WARRANT OR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF WILL BE MADE ON THE BOOKS OF THE ISSUER UNLESS SUCH TRANSFER IS MADE IN CONNECTION WITH AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT OR SUCH ACT DOES NOT APPLY.

COMMON STOCK
Purchase Agreement • June 23rd, 1999 • Internet Com Corp • Services-business services, nec • Minnesota
STOCK PURCHASE AGREEMENT BY AND BETWEEN JUPITERMEDIA CORPORATION AND GETTY IMAGES, INC. Dated as of October 22, 2008
Stock Purchase Agreement • October 23rd, 2008 • Jupitermedia Corp • Services-business services, nec • New York

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 22, 2008, by and between Jupitermedia Corporation, a Delaware corporation (“Seller”), and Getty Images, Inc., a Delaware corporation (“Purchaser”).

BLOCKED ACCOUNT CONTROL AGREEMENT (“Shifting Control”)
Blocked Account Control Agreement • June 4th, 2009 • Webmedia Brands Inc. • Services-business services, nec • New York

AGREEMENT dated as of May 29, 2009, by and among Mediabistro.com, Inc. (“Company”), ALAN M. MECKLER (“Secured Party”) and Depositary Bank (“Depositary”).

NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE JUPITERMEDIA CORPORATION 2008 STOCK INCENTIVE PLAN
Non-Qualified Stock Option Agreement • June 9th, 2008 • Jupitermedia Corp • Services-business services, nec • Delaware
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