Common Contracts

TAX MATTERS AGREEMENT

Tax Matters Agreement • February 11th, 2014 • Sizmek Inc. • Services-advertising • Delaware

• Contract Type
  Tax Matters Agreement
• Filed
  February 11th, 2014
• Company
  Sizmek Inc.
• Industry
  Services-advertising
• Jurisdiction
  Delaware

This Tax Matters Agreement (this “Agreement”), dated as of February 6, 2014, is entered into by and between Digital Generation, Inc., a Delaware corporation (“DG”), and Sizmek Inc., a Delaware corporation (“SpinCo” and together with DG, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Redemption Agreement, dated as of the date hereof, by and between DG and SpinCo (the “Separation Agreement”).

TAX MATTERS AGREEMENT

Tax Matters Agreement • December 23rd, 2013 • New Online Co • Services-advertising • Delaware

• Contract Type
  Tax Matters Agreement
• Filed
  December 23rd, 2013
• Company
  New Online Co
• Industry
  Services-advertising
• Jurisdiction
  Delaware

This Tax Matters Agreement (this “Agreement”), dated as of [·], is entered into by and between Digital Generation, Inc., a Delaware corporation (“DG”), and The New Online Company, a Delaware corporation (“SpinCo” and together with DG, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Redemption Agreement, dated as of the date hereof, by and between DG and SpinCo (the “Separation Agreement”).