TechTarget Inc Sample Contracts

TechTarget, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • May 23rd, 2014 • TechTarget Inc • Services-business services, nec • New York
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 6th, 2019 • TechTarget Inc • Services-business services, nec • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of ___________, 20___ between TechTarget, Inc., a Delaware corporation (the “Company”), and ___________________ (“Indemnitee”).

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TECHTARGET, INC. as Issuer AND as Trustee INDENTURE Dated as of December 13, 2021
Indenture • December 14th, 2021 • TechTarget Inc • Services-business services, nec • New York

INDENTURE, dated as of December 13, 2021, between TechTarget, Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and U.S. Bank National Association, a national banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

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• Shares TECHTARGET, INC. COMMON STOCK, $0.001 PAR VALUE PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • April 10th, 2007 • TechTarget Inc • Services-business services, nec • New York

TechTarget, Inc., a Delaware corporation (the "Company"), proposes to issue and sell to the several Underwriters named in Schedule II hereto (the "Underwriters"), and certain shareholders of the Company (the "Selling Shareholders") named in Schedule I hereto severally propose to sell to the several Underwriters, an aggregate of • shares of the common stock, par value $0.001 per share, of the Company (the "Firm Shares"), of which • shares are to be issued and sold by the Company and • shares are to be sold by the Selling Shareholders, each Selling Shareholder selling the number of Firm Shares set forth opposite such Selling Shareholder's name in Schedule I hereto.

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 15th, 2007 • TechTarget Inc • Services-business services, nec • Delaware

This Agreement made and entered into this day of , 2007, (the "Agreement"), by and between TechTarget, Inc., a Delaware corporation (the "Company," which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company) and (the "Indemnitee"):

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EMPLOYMENT AGREEMENT
Employment Agreement • November 8th, 2023 • TechTarget Inc • Telegraph & other message communications • Massachusetts

This EMPLOYMENT AGREEMENT (the “Agreement”) is made as of September 8, 2023 (the “Effective Date”) by and between TechTarget, Inc., a Delaware corporation with a principal place of business at 275 Grove Street, Newton, MA 02466 (the “Employer”) and Rebecca Kitchens (the “Executive”).

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TechTarget, Inc. Restricted Stock Unit Agreement Granted Under 2007 Stock Option and Incentive Plan
Restricted Stock Unit Agreement • March 31st, 2008 • TechTarget Inc • Services-business services, nec • Delaware

AGREEMENT made as of this 18th day of December, 2007 between TechTarget, Inc., a Delaware corporation (the “Company”), and ________________ (the “Participant”).

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EMPLOYMENT AGREEMENT
Employment Agreement • April 20th, 2007 • TechTarget Inc • Services-business services, nec • Massachusetts

This EMPLOYMENT AGREEMENT (the "Agreement") is made as of January 1, 2007 (the "Effective Date") by and between TechTarget, Inc., a Delaware corporation with a principal place of business at 117 Kendrick Street, Needham, MA 02494 (the "Employer"), and Rick Olin (the "Executive"). In consideration of the mutual covenants contained in this Agreement, the Employer and the Executive agree as follows.

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • December 3rd, 2024 • TechTarget Holdings Inc. • Telegraph & other message communications • New York

FIRST SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of November 29, 2024, among TechTarget, Inc., a Delaware corporation (the “Company”) and Toro CombineCo, Inc. (the “Successor Company”), and U.S. Bank Trust Company, National Association (as successor-in-interest to U.S. Bank National Association), a national banking corporation, as trustee (the “Trustee”).

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Dated as of January 10, 2024 TORO COMBINECO, INC., as Employer and STEVEN NIEMIEC, as Executive EMPLOYMENT AGREEMENT
Employment Agreement • January 11th, 2024 • TechTarget Inc • Telegraph & other message communications • Massachusetts

This EMPLOYMENT AGREEMENT (the “Agreement”) is made as of January 10, 2024, by and between Toro CombineCo, Inc., a Delaware corporation with a principal place of business at 275 Grove Street, Newton, MA 02466 (the “Employer” or “Company”) and Steven Niemiec (the “Executive”).

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50,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of May 9, 2016, among TECHTARGET, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, SILICON VALLEY BANK, as Administrative Agent, and SILICON VALLEY BANK,...
Credit Agreement • May 9th, 2016 • TechTarget Inc • Services-business services, nec • New York

THIS CREDIT AGREEMENT (this “Agreement”), dated as of May 9, 2016, is entered into by and among TECHTARGET, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to this Agreement (each a “Lender” and, collectively, the “Lenders”), and SILICON VALLEY BANK (“SVB”), as administrative agent and collateral agent for the Lenders (in such capacities, together with any successors and assigns in such capacities, the “Administrative Agent”).

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AGREEMENT AND PLAN OF MERGER BY AND AMONG TECHTARGET, INC., CATAPULT ACQUISITION CORP., AND KNOWLEDGESTORM, INC. NOVEMBER 1, 2007
Merger Agreement • November 7th, 2007 • TechTarget Inc • Services-business services, nec • Delaware

This Agreement contemplates a merger of the Transitory Subsidiary into the Company. In such merger, the stockholders of the Company will receive cash and/or common stock of the Buyer in exchange for their capital stock of the Company, as provided herein.

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INCENTIVE STOCK OPTION AGREEMENT UNDER THE TECHTARGET, INC. 2007 STOCK OPTION AND INCENTIVE PLAN
Incentive Stock Option Agreement • April 20th, 2007 • TechTarget Inc • Services-business services, nec

Pursuant to the TechTarget, Inc. 2007 Stock Option and Incentive Plan as amended from time to time (the “Plan”), TechTarget, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.001 per share (the “Stock”), of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

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TECHTARGET, INC. as BORROWER, the LENDERS party hereto and WESTERN ALLIANCE BANK, as ADMINISTRATIVE AGENT LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 3rd, 2021 • TechTarget Inc • Services-business services, nec • New York

This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of October 29, 2021 by and among (i) TECHTARGET, INC., a Delaware corporation (the “Borrower”), (ii) the banks and other financial institutions or entities from time to time party to this Agreement as Lenders (each a “Lender” and, collectively, the “Lenders”), and (iii) WESTERN ALLIANCE BANK, an Arizona corporation (“Bank”), as administrative agent and collateral agent for the Lenders (in such capacities, the “Administrative Agent”).

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FOURTH AMENDMENT TO LEASE
Lease Agreement • August 4th, 2021 • TechTarget Inc • Services-business services, nec

THIS FOURTH AMENDMENT TO LEASE (this “Fourth Amendment”) is made as of April 30, 2021 (the “Effective Date”), by and between ARE-MA REGION NO. 76, LLC, a Delaware limited liability company (“Landlord”), and TECH TARGET, INC., a Delaware corporation (“Tenant”).

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PURCHASE AGREEMENT
Purchase Agreement • December 9th, 2014 • TechTarget Inc • Services-business services, nec • Delaware

This PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 9, 2014 by and among TechTarget, Inc., a Delaware corporation (the “Company”), TCV V, L.P. (“TCV”) and TCV Member Fund, L.P. (“TCVMF and collectively with TCV, “Sellers”).

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AMENDED AND RESTATED CREDIT FACILITY AGREEMENT
Credit Facility Agreement • August 7th, 2015 • TechTarget Inc • Services-business services, nec

This Amended and Restated Credit Facility Agreement dated as of June 23, 2015 (“this Agreement”) between TECHTARGET, INC., a Delaware corporation with its principal place of business at 275 Grove Street, Newton MA 02466 (the “Borrower”) and CITIZENS BANK, NATIONAL ASSOCIATION, a national banking association having its principal place of business at 28 State Street, Boston, Massachusetts 02109 (the “Bank”), amends and restates in its entirety the Credit Facility Agreement dated as of August 30, 2006 between the Borrower and Citizens Bank of Massachusetts, predecessor in interest to the Bank, as previously modified by First Amendment dated August 30, 2007, Second Amendment dated December 18, 2008, Third Amendment dated December 17, 2009, and Fourth Amendment dated as of August 30, 2011 (the “Prior Agreement”).

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CREDIT AGREEMENT dated as of December 2, 2024 among TORO COMBINECO, INC. as the Borrower, THE LENDERS PARTY HERETO, and INFORMA GROUP HOLDINGS LIMITED, as Administrative Agent
Credit Agreement • December 3rd, 2024 • TechTarget Holdings Inc. • Telegraph & other message communications • New York

CREDIT AGREEMENT, dated as of December 2, 2024, among Toro CombineCo, Inc. (to be renamed TechTarget, Inc.), a Delaware corporation (the “Borrower”), the LENDERS party hereto and INFORMA GROUP HOLDINGS LIMITED, as Administrative Agent.

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TECHTARGET, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • November 8th, 2023 • TechTarget Inc • Telegraph & other message communications • Delaware

This grant of RSUs satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities.

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LEASE AGREEMENT BY AND BETWEEN MA-RIVERSIDE PROJECT, L.L.C., AS LANDLORD AND TECHTARGET, INC., AS TENANT DATED JULY ____, 2009 ONE RIVERSIDE CENTER, NEWTON, MASSACHUSETTS
Lease Agreement • August 7th, 2009 • TechTarget Inc • Services-business services, nec • Massachusetts

THIS INSTRUMENT IS A LEASE, dated as of July ___, 2009, in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in a building (the “Building”) located at One Riverside Center, Newton, Massachusetts. The parties to this instrument hereby agree with each other as follows:

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FIRST amendment TO CREDIT AGREEMENT
Credit Agreement • June 22nd, 2017 • TechTarget Inc • Services-business services, nec • New York

This First Amendment to Credit Agreement (this “Amendment”) is made effective as of this 22th day of June, 2017 (the “First Amendment Effective Date”), by and among TECHTARGET, INC., a Delaware corporation (the “Borrower”), the lenders identified on the signature pages hereto (each a “Lender” and, collectively, the “Lenders”), and Silicon Valley Bank, as administrative agent and collateral agent for the Lenders (in such capacities, the “Administrative Agent”). The Borrower, the Lenders, and the Administrative Agent are together referred to herein as the “Parties,” or each may be referred to individually as a “Party.”

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TECHTARGET, INC. Incentive Stock Option Grant Agreement under the 1999 Stock Option Plan [Merit Option Grant—for grants occurring after September 27, 2006]
Incentive Stock Option Grant Agreement • February 7th, 2007 • TechTarget Inc

TechTarget, Inc., a Delaware Corporation (the "Corporation"), hereby grants to (the "Optionholder"), as of the date stated above, an option (the "Option") to purchase the number of shares stated above (the "Shares") of the Corporation's Common Stock $.001 par value per share (the "Common Stock"), pursuant to the Corporation's 1999 Stock Option Plan (the "Plan"), a copy of which is attached hereto and is incorporated herein in its entirety by this reference.

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AMENDMENT AND WAIVER TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2012 • TechTarget Inc • Services-business services, nec

The Amended and Restated Employment Agreement by and between TechTarget, Inc. and Kevin Beam (the “Executive”) which took effect January 1, 2007 (“Agreement”) is hereby amended pursuant to this Amendment and Waiver to Amended and Restated Employment Agreement (“Amendment and Waiver”). This Amendment and Waiver shall be effective as of January 10, 2012.

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FOURTH AMENDMENT TO CREDIT FACILITY AGREEMENT
Credit Facility Agreement • September 2nd, 2011 • TechTarget Inc • Services-business services, nec

Reference is made to that certain Credit Facility Agreement dated as of August 30, 2006 by and between TechTarget, Inc. (the “Borrower”), and RBS Citizens, National Association, successor by merger to Citizens Bank of Massachusetts (the “Bank”), which Credit Facility Agreement, as amended by the First Amendment to Credit Facility Agreement dated August 30, 2007, further amended by the Second Amendment to Credit Facility Agreement dated December 18, 2008, and further amended by the Third Amendment to Credit Facility Agreement dated December 1, 2009 is referred to herein as the “Credit Agreement.” Capitalized terms not defined herein shall have the same definitions as set forth in the Credit Agreement.

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CONSENT AND FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • February 28th, 2022 • TechTarget Inc • Services-business services, nec

This Consent and First Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 7th day of December, 2021, by and among (i) WESTERN ALLIANCE BANK, an Arizona corporation (“Bank”), as administrative agent and collateral agent for the Lenders (in such capacities, the “Administrative Agent”), (ii) Bank, as a Lender, and (iii) TECHTARGET, INC., a Delaware corporation, (“Borrower”) whose address is 275 Grove Street, Newton, Massachusetts 02466.

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TRANSITION, SEPARATION AND RELEASE AGREEMENT
Transition, Separation and Release Agreement • July 12th, 2018 • TechTarget Inc • Services-business services, nec • Massachusetts

THIS TRANSITION, SEPARATION AND RELEASE AGREEMENT (this “Separation Agreement”) dated as of July 12, 2018 is entered into by and between KEVIN BEAM (“Employee”) and TECHTARGET, INC., a Delaware corporation, with an address at 275 Grove Street, Newton, MA 02466 (“Employer” or “Company”). Employee and Employer are hereinafter individually referred to as a “Party” and collectively as the “Parties.”

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Third Amendment to Lease
Lease Agreement • February 7th, 2007 • TechTarget Inc

This amendment (the "Third Amendment") is made as of September 21, 2006 by and between Intercontinental Fund III 117 Kendrick Street, LLC, a Massachusetts limited liability company with a principal place of business at 1270 Soldiers Field Road, Boston, MA 02135 (the `Landlord") and TechTarget.com, Inc., a Delaware corporation with a mailing address at 117 Kendrick Street, Needham, MA (the "Tenant").

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TECHTARGET, INC. Incentive Stock Option Grant Agreement under the 1999 Stock Option Plan [Merit Option Grant—for grants occurring prior to September 27, 2006]
Incentive Stock Option Grant Agreement • February 7th, 2007 • TechTarget Inc

TechTarget, Inc., a Delaware Corporation (the "Corporation"), hereby grants to (the "Optionholder"), as of the date stated above, an option (the "Option") to purchase the number of shares stated above (the "Shares") of the Corporation's Common Stock $.001 par value per share (the "Common Stock"), pursuant to the Corporation's 1999 Stock Option Plan (the "Plan"), a copy of which is attached hereto and is incorporated herein in its entirety by this reference.

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SECOND AMENDMENT
Lease Agreement • November 9th, 2015 • TechTarget Inc • Services-business services, nec

THIS SECOND AMENDMENT (the “Second Amendment”) is made and entered into as of the 23rd day of July, 2015, by and between HINES GLOBAL REIT RIVERSIDE CENTER, LLC, a Delaware limited liability company (“Landlord”), and TECHTARGET, INC., a Delaware corporation (“Tenant”).

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FIRST AMENDMENT
Lease Agreement • November 22nd, 2010 • TechTarget Inc • Services-business services, nec

THIS FIRST AMENDMENT (the “Amendment”) is made and entered into as of November 18, 2010, by and between MA-Riverside Project, L.L.C., a Delaware limited liability company (“Landlord”) and Tech Target, Inc., a Delaware corporation (“Tenant”).

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TechTarget, Inc. Amended and Restated Restricted Stock Unit Agreement dated August 10, 2009, by and between the Registrant and Michael Cotoia
Restricted Stock Unit Agreement • March 16th, 2011 • TechTarget Inc • Services-business services, nec • Delaware

This AMENDED AND RESTATED RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made as of August 10, 2009 (the “Effective Date”) and amends and restates that certain Restricted Stock Unit Agreement dated as of January 2, 2009 “(Grant Date”) between TechTarget, Inc., a Delaware corporation (the “Company”), and Michael Cotoia (the “Participant”).

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THIRD AMENDMENT TO CREDIT FACILITY AGREEMENT
Credit Facility Agreement • February 8th, 2010 • TechTarget Inc • Services-business services, nec

Reference is made to that certain Credit Facility Agreement dated as of August 30, 2006, by and between TechTarget, Inc., and Citizens Bank of Massachusetts now known as RBS Citizens, National Association, its successor by merger (the “Bank”), which Credit Facility Agreement, as amended by the First Amendment to Credit Facility Agreement dated August 30, 2007 and further amended by the Second Amendment to Credit Facility Agreement dated December 18, 2008, is referred to herein as the “Credit Agreement.” Capitalized terms not defined herein shall bear the same definitions as set forth in the Credit Agreement.

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TECHTARGET, INC. Incentive Stock Option Grant Agreement under the 1999 Stock Option Plan [Merit Option Grant—for grants occurring after September 27, 2006]
Incentive Stock Option Grant Agreement • May 1st, 2007 • TechTarget Inc • Services-business services, nec

TechTarget, Inc., a Delaware Corporation (the "Corporation"), hereby grants to Eric Sockol (the "Optionholder"), as of the date stated above, an option (the "Option") to purchase the number of shares stated above (the "Shares") of the Corporation's Common Stock $.001 par value per share (the "Common Stock"), pursuant to the Corporation's 1999 Stock Option Plan (the "Plan"), a copy of which is attached hereto and is incorporated herein in its entirety by this reference.

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TechTarget, Inc. Relationship Agreement for Employees
Relationship Agreement • March 16th, 2012 • TechTarget Inc • Services-business services, nec

This Agreement is entered into by TechTarget, Inc., a Delaware corporation with offices located at 275 Grove Street, Newton, MA 02466 (“TechTarget”), and the employee whose name and address are set forth at the end of this Agreement (referred to hereinafter as “Employee” ).

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REVOLVING PROMISSORY NOTE
Revolving Promissory Note • August 7th, 2015 • TechTarget Inc • Services-business services, nec • Massachusetts
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