FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • New York
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionFIRST 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”).
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 AgentCredit Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • New York
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionCREDIT 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.
Dated as of December 2, 2024 INFORMA GROUP LIMITED and TECHTARGET, INC. TRANSITIONAL SERVICES AGREEMENTTransitional Services Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Delaware
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS TRANSITIONAL SERVICES AGREEMENT (this “Agreement”), dated as of December 2, 2024 (the “Effective Date”), is made by and between TECHTARGET, INC. (formerly known as TORO COMBINECO, INC.), a Delaware corporation (“Recipient”), and Informa GROUP LIMITED, a private company organized under the laws of England and Wales (“Provider”) (each a “Party”, and together the “Parties”).
Dated as of December 2, 2024 TECHTARGET, INC. INFORMA PLC and INFORMA US HOLDINGS LIMITED STOCKHOLDERS AGREEMENTStockholders Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Delaware
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS STOCKHOLDERS AGREEMENT, dated as of December 2, 2024 (as hereafter amended from time to time, this “Agreement”), is made by and among INFORMA PLC, a public limited company organized under the laws of England and Wales (“Ivory Parent”), INFORMA US HOLDINGS LIMITED, a private company organized under the laws of England and Wales and an indirect, wholly owned subsidiary of Ivory Parent (“Ivory”), and TECHTARGET, INC., a Delaware corporation, formerly known as TORO COMBINECO, INC. (the “Company,” and together with Ivory Parent and Ivory, the “Parties”).
Dated as of December 2, 2024 INFORMA GROUP LIMITED and TECHTARGET, INC. REVERSE TRANSITIONAL SERVICES AGREEMENTReverse Transitional Services Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Delaware
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS REVERSE TRANSITIONAL SERVICES AGREEMENT (this “Agreement”), dated as of December 2, 2024 (the “Effective Date”), is made by and between TECHTARGET, INC. (formerly known as TORO COMBINECO, INC.), a Delaware corporation (“Provider”), and INFORMA GROUP LIMITED, a private company organized under the laws of England and Wales (“Recipient”) (each a “Party”, and together the “Parties”).
Dated as of December 2, 2024 TECHTARGET, INC. as Corporation and INFORMA US HOLDINGS LIMITED as Ivory Holder REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Delaware
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT, dated as of December 2, 2024 (this “Agreement”), is made by and between TECHTARGET, INC. (f/k/a TORO COMBINECO, INC.), a Delaware corporation (the “Corporation”), on the one hand, and INFORMA US HOLDINGS LIMITED, a private company organized under the laws of England and Wales (the “Ivory Holder”), on the other hand.
THIS BRAND LICENSE AGREEMENT is dated December 2, 2024 (this “Agreement”). PARTIES RECITALS AGREED TERMSBrand License Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications
Contract Type FiledDecember 3rd, 2024 Company Industry
Date] Strictly Private & Confidential Gary Nugent London W4 3NB United Kingdom Delivered Via Email Subject: Employment Letter Agreement Dear GaryEmployment Agreement • September 26th, 2024 • Toro CombineCo, Inc. • Telegraph & other message communications • Massachusetts
Contract Type FiledSeptember 26th, 2024 Company Industry JurisdictionOn behalf of Informa Support Services, Inc. (the “Employer”), we are pleased to offer you employment with the Employer on the terms and conditions set forth in this employment letter agreement (this “Agreement”).
THIS RESTRICTIVE COVENANT AGREEMENT (this “Agreement”) is made on the December 2, 2024. BETWEEN:Restrictive Covenant Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Massachusetts
Contract Type FiledDecember 3rd, 2024 Company Industry Jurisdiction
Dated as of December 2, 2024 TECHTARGET, INC. and INFORMA GROUP LIMITED COMMERCIAL COOPERATION AGREEMENTCommercial Cooperation Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • England and Wales
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS COMMERCIAL COOPERATION AGREEMENT (this “Agreement”), dated as of December 2, 2024 (the “Effective Date”), is made by and between TECHTARGET, INC., (formerly known as TORO COMBINECO, INC. or the “Corporation”) a Delaware corporation, , headquartered at 275 Grove Street, Newton, MA 02466 (“TechTarget”), and INFORMA GROUP LIMITED, a private company organized under the laws of England and Wales, with company number 03099067 whose registered office is at 5 Howick Place, London (“Informa”) (each a “Party”, and together the “Parties”).
Dated as of December 2, 2024 TECHTARGET, INC. INFORMA PLC INFORMA USA, INC. INFORMA TECH LLC and INFORMA INTREPID HOLDINGS INC. TAX MATTERS AGREEMENTTax Matters Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • Delaware
Contract Type FiledDecember 3rd, 2024 Company Industry JurisdictionTHIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of December 2, 2024 is made by and among TECHTARGET, INC., a Delaware corporation, formerly known as TORO COMBINECO, INC. (“NewCo”), INFORMA USA, INC., a Massachusetts corporation (“RemainCo”), INFORMA PLC, a public limited company organized under the laws of England and Wales (“Ivory Parent”), INFORMA TECH LLC, a Delaware limited liability company (“SpinCo”), and INFORMA INTREPID HOLDINGS INC., a Delaware corporation (“Bluefin” and, together with NewCo, RemainCo, Ivory Parent, and SpinCo, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement.
THIS DATA SHARING AGREEMENT is dated December 2, 2024 (this “Agreement”). PARTIES each a “party” and together the “parties”. RECITALS AGREED TERMSData Sharing Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications • England and Wales
Contract Type FiledDecember 3rd, 2024 Company Industry Jurisdiction
THIS SECONDMENT AGREEMENT (this “Agreement”) is made on the [TO BE AGREED AND ENACTED TIME OF COMPLETION OF TRANSACTION] 2024 BETWEEN:Secondment Agreement • September 26th, 2024 • Toro CombineCo, Inc. • Telegraph & other message communications
Contract Type FiledSeptember 26th, 2024 Company Industry
THIS SECONDMENT AGREEMENT (this “Agreement”) is made on the December 2, 2024 BETWEEN:Secondment Agreement • December 3rd, 2024 • TechTarget, Inc. • Telegraph & other message communications
Contract Type FiledDecember 3rd, 2024 Company Industry