CREDIT AGREEMENT Dated as of November 21, 2007 among NAMEMEDIA, INC. as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer COMERICA BANK and ROYAL...Credit Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • New York
This CREDIT AGREEMENT is entered into as of November 21, 2007 among NAMEMEDIA, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
EXECUTIVE AGREEMENTExecutive Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • Massachusetts
This Executive Agreement (“Agreement”) is made as of the 31st day of October, 2007 (the “Effective Date”), between NameMedia, Inc., a Delaware corporation formerly known as YesDirect, Inc. and BuyDomains Holdings, Inc. (the “Company”), and Kelly P. Conlin (the “Executive”).
ContractGoogle Services Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • California
PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS.
ContractService Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec
PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS.
ASSET PURCHASE AGREEMENT among SMARTNAME, LLC, THE MEMBERS OF SMARTNAME, LLC, NAMEMEDIA, INC. and DOMAIN PARKING SERVICES, LLC Dated as of September 1, 2006Asset Purchase Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • New York
This Asset Purchase Agreement (this “Agreement”) is entered into as of September 1, 2006 among SmartName, LLC, a New Jersey limited liability company (the “Seller”), Ari Goldberger and Lawrence Fischer (each, a “Seller Member” and collectively, the “Seller Members”), NameMedia, Inc., a Delaware corporation ( “Parent”) and Domain Parking Services, LLC, a Delaware limited liability company (the “Purchaser”).
ContractPreferred Stock Purchase Warrant • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
ContractCommon Stock Purchase Warrant • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • Massachusetts
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
LEASE BY AND BETWEEN THE REALTY ASSOCIATES FUND III AND BUYDOMAINS HOLDINGS, INC. at 230 Third Avenue Waltham, Massachusetts 02451 Dated July 28, 2005Lease Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 13th, 2007 • NameMedia, Inc. • Services-business services, nec • Delaware
WHEREAS, on the date hereof, the Series A Investors are purchasing from the Company shares of its Series A Preferred Stock pursuant to the terms of a certain Series A Preferred Stock Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, by and among the Company and the Series A Investors; and
