CREDIT AGREEMENT Dated as of May 25, 2007 among DEMAND MEDIA, 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, RBC CAPITAL MARKETS, as...Credit Agreement • August 6th, 2010 • Demand Media Inc. • New York
This CREDIT AGREEMENT is entered into as of May 25, 2007 among DEMAND MEDIA, 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.
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2010 • Demand Media Inc. • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of August 5, 2010, is entered into by and between Demand Media, Inc., a Delaware corporation (the “Company”) and Charles Hilliard (the “Executive”).
DEMAND MEDIA, INC.Stock Option Agreement • August 6th, 2010 • Demand Media Inc. • California
Demand Media, Inc. (the “Company”), pursuant to its 2006 Equity Incentive Plan (the “Plan”), hereby grants to Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
DEMAND MEDIA, INC. AMENDED AND RESTATED 2006 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • August 6th, 2010 • Demand Media Inc. • California
Demand Media, Inc. (the “Company”), pursuant to the Amended and Restated Demand Media, Inc. 2006 Equity Incentive Plan (as such plan may be amended and/or restated, the “Plan”), hereby grants to Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock (“Shares”) set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
DEMAND MEDIA, INC.Stock Option Agreement • August 6th, 2010 • Demand Media Inc.
Demand Media, Inc. (the “Company”), pursuant to its 2006 Equity Incentive Plan (the “Plan”), hereby grants to Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below (the “Option”), subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
DEMAND MEDIA, INC.At-Will Employment Agreement • August 6th, 2010 • Demand Media Inc.
In consideration of the compensation, benefits and promises contained herein and for other good and valuable consideration, the adequacy of which you and Demand Media, Inc., a Delaware corporation (the “Company”) hereby acknowledge, you and the Company hereby enter into this letter agreement (the “Agreement”) as of April 18, 2006 (the “Execution Date”), subject to the terms and conditions contained herein, and further subject to and conditioned upon the consummation of the initial capitalization of and the acquisitions currently contemplated by the Company (the “Transactions”). This Agreement shall become effective only upon the closing of the Transaction last to occur (the “Closing,” and the date on which such Closing occurs, the “Effective Date”), it being understood that this Agreement shall be null and void and of no force or effect if any of the Transactions is not consummated for any reason.
DEMAND MEDIA INC. 2006 EQUITY INCENTIVE PLAN RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • August 6th, 2010 • Demand Media Inc. • California
This restricted stock purchase agreement (the “Agreement”) is made between Charles Hilliard (together with any permitted transferee, “Purchaser”) and Demand Media, Inc. (the “Company”), as of June 1, 2007, pursuant to and subject to the terms and conditions of the Company’s 2006 Equity Incentive Plan (the “Plan”).
DEMAND MEDIA, INC.Stock Option Agreement • August 6th, 2010 • Demand Media Inc.
Demand Media, Inc. (the “Company”), pursuant to its 2006 Equity Incentive Plan (the “Plan”), hereby grants to Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below (the “Option”), subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
DEMAND MEDIA INC. 2006 EQUITY INCENTIVE PLAN RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • August 6th, 2010 • Demand Media Inc. • California
This restricted stock purchase agreement (the “Agreement”) is made between [NAME] (together with any permitted transferee, “Purchaser”) and Demand Media, Inc. (the “Company”), as [DATE] (the “Grant Date”), pursuant to and subject to the terms and conditions of the Company’s Amended and Restated 2006 Equity Incentive Plan (as amended from time to time, the “Plan”).
DEMAND MEDIA INC. 2006 EQUITY INCENTIVE PLAN RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • August 6th, 2010 • Demand Media Inc. • California
This restricted stock purchase agreement (the “Agreement”) is made between Richard Rosenblatt (together with any permitted transferee, “Purchaser”) and Demand Media, Inc. (the “Company”), as of April 19, 2007 (the “Grant Date”), pursuant to and subject to the terms and conditions of the Company’s 2006 Equity Incentive Plan (the “Plan”).
DEMAND MEDIA, INC. THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT Dated March 3, 2008Stockholders' Agreement • August 6th, 2010 • Demand Media Inc. • Delaware
This Third Amended and Restated Stockholders’ Agreement (the “Agreement”) is made as of March 3, 2008 among Demand Media, Inc., a Delaware corporation (the “Company”), and the stockholders listed on Exhibit A hereto (the “Stockholders”).
DEMAND MEDIA, INC.At-Will Employment Agreement • August 6th, 2010 • Demand Media Inc.
In consideration of the compensation, benefits and promises contained herein and for other good and valuable consideration, the adequacy of which you and Demand Media, Inc., a Delaware corporation (the “Company”) hereby acknowledge, you and the Company hereby enter into this letter agreement (the “Agreement”) as of August 1, 2006, provided, that the effectiveness of this Agreement is contingent upon the consummation of the transactions contemplated by the Asset Purchase Agreement (the “Purchase Agreement”), dated as of July 31, 2006, by and among Demand Domains, Inc., Hotkeys Internet Group LLC, Boxer Internet Group LLC, BTCom Internet Marketing LLC, you and Thomas Zundel (the “Closing”) and this Agreement will become effective only if the Closing occurs and shall be null and void and of no force or effect if the Closing does not occur for any reason (the date on which the Closing occurs, if any, the “Effective Date”).
Re: Employment Agreement with Demand Media, Inc.Employment Agreement • August 6th, 2010 • Demand Media Inc. • California
On behalf of Demand Media, Inc. (the “Company”), I am pleased to offer you employment as the Chief Revenue Officer of the Company on the terms and conditions set forth in this letter agreement (this “Agreement”). You may accept this Agreement by signing and returning a copy of this Agreement to the Company as provided below.
