ContractWarrant Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
SCANSCOUT, INC.Stock Option Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • California
Unless otherwise defined herein, the terms defined in the 2006 Stock Plan shall have the same defined meanings in this Stock Option Agreement.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • Delaware
This Indemnification Agreement, dated as of ________________ (this “Agreement”), is made by and between Tremor Video, Inc., a Delaware corporation (the “Company”) and ____________________________ (“Indemnitee”).
ContractWarrant Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT’), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ContractWarrant Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933; AS AMENDED (THE “ACT”), OR ANY APPLICABLE -STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT by and among TREMOR VIDEO, INC. and the Stockholders named herein Dated as of September 6, 2011Investors’ Rights Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • New York
THIS SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (“Agreement”) is made as of the 6 day of September, 2011, by and between TREMOR VIDEO, INC., a Delaware corporation (the “Company”), each of the investors listed on SCHEDULE A hereto, each of which is referred to in this Agreement as an “Investor” and the Warrantholders (as defined below). This Agreement amends, restates and supersedes in its entirety the Prior Agreement (as defined below).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 7, 2007 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 535 Fifth Avenue, 27th Floor, New York, New York 10017 (“Bank”), and TREMOR MEDIA, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
TREMOR MEDIA, INC. STOCK OPTION AGREEMENT: SUMMARY COVER PAGEStock Option Agreement • May 23rd, 2013 • Tremor Video Inc. • Services-advertising agencies • Delaware
Tremor Media, Inc. (the “Company”) hereby grants the following stock option pursuant to its 2006 Stock Incentive Plan and the terms and conditions set forth in the following pages.
