AMENDED AND RESTATED DIGITAL BUSINESS CONTINGENT PAYMENT AGREEMENT dated as of December 22, 2014 by and between NOOK MEDIA INC., BARNES & NOBLE, INC. and PEARSON EDUCATION, INC.Digital Business Contingent Payment Agreement • December 23rd, 2014 • Barnes & Noble Inc • Retail-miscellaneous shopping goods stores • New York
This AMENDED AND RESTATED DIGITAL BUSINESS CONTINGENT PAYMENT AGREEMENT (this “Agreement”), dated as of December 22, 2014, is entered into by and between NOOK Media Inc., a Delaware corporation (“NMI”), Barnes & Noble, Inc., a Delaware corporation (the “Company”), and Pearson Education, Inc., a Delaware corporation (the “Investor”). NMI, the Company and the Investor each may be referred to herein individually as a “Party” and collectively as the “Parties.”
PURCHASE AGREEMENT dated as of December 22, 2014, among BARNES & NOBLE, INC., NOOK MEDIA INC., NOOK MEDIA MEMBER TWO LLC, PEARSON EDUCATION, INC. and PEARSON INC.Purchase Agreement • December 23rd, 2014 • Barnes & Noble Inc • Retail-miscellaneous shopping goods stores • New York
PURCHASE AGREEMENT dated as of December 22, 2014 (this “Agreement”), among Barnes & Noble, Inc., a Delaware corporation (the “Company”), NOOK Media Inc., a Delaware corporation (“NMI”), NOOK Media Member Two LLC, a Delaware limited liability company (“NOOK Member Two”), Pearson Education, Inc., a Delaware corporation (the “Investor”), and Pearson Inc., a Delaware corporation (“Guarantor”). The Company, NMI, NOOK Member Two, the Investor and the Guarantor each may be referred to herein individually as a “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENT OF BARNES & NOBLE, INC.Registration Rights Agreement • December 23rd, 2014 • Barnes & Noble Inc • Retail-miscellaneous shopping goods stores • New York
