500,000,000 CREDIT AGREEMENT Dated as of October 7, 2015, among THE MATCH GROUP, INC., as Borrower, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative AgentCredit Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • New York
Contract Type FiledNovember 2nd, 2015 Company Industry JurisdictionCREDIT AGREEMENT, dated as of October 7, 2015 (as amended, restated, extended, supplemented or otherwise modified from time to time, this “Agreement”), among THE MATCH GROUP, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and as collateral agent for the Secured Parties (as defined herein) (in such capacities, the “Administrative Agent”) and as an Issuing Bank.
FORM OF TAX SHARING AGREEMENT by and between IAC/INTERACTIVECORP and MATCH GROUP, INC. Dated as ofTax Sharing Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.
Contract Type FiledNovember 2nd, 2015 Company IndustryThis TAX SHARING AGREEMENT (this “Agreement”), dated as of [ ], by and between IAC/INTERACTIVECORP, a Delaware corporation (“Parent”), and MATCH GROUP, INC., a Delaware corporation and wholly owned subsidiary of Parent (“Match”).
FORM OF MASTER TRANSACTION AGREEMENT by and between IAC/INTERACTIVECORP, and MATCH GROUP, INC.Master Transaction Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • Delaware
Contract Type FiledNovember 2nd, 2015 Company Industry JurisdictionThis MASTER TRANSACTION AGREEMENT, dated as of [·], 2015, (this “Agreement”) is entered into by and among IAC/InterActiveCorp, a Delaware corporation (“IAC”) and Match Group, Inc., a Delaware corporation and wholly owned subsidiary of IAC (“Match,” and Match together with IAC, the “Parties”).
FORM OF SERVICES AGREEMENT by and among IAC/INTERACTIVECORP and MATCH GROUP, INC. dated as ofServices Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.
Contract Type FiledNovember 2nd, 2015 Company Industry
Form of Investor Rights Agreement between IAC/InterActiveCorp and Match Group, Inc.Investor Rights Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • Delaware
Contract Type FiledNovember 2nd, 2015 Company Industry JurisdictionThis Investor Rights Agreement (this “Agreement”) is entered into as of [•], 2015, between IAC/InterActiveCorp, a Delaware corporation (“IAC”), and Match Group, Inc., a Delaware corporation (“Match”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article IV hereof or, if not defined therein, in the Transaction Agreement (as defined below).
FORM OF EMPLOYEE MATTERS AGREEMENT by and between IAC/INTERACTIVE/CORP and MATCH GROUP, INC. Dated as of [ ], 2015Employee Matters Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.
Contract Type FiledNovember 2nd, 2015 Company IndustryThis Employee Matters Agreement (this “Agreement”), dated as of [ ], 2015, with effect as of the Effective Time, is entered into by and between IAC/InterActiveCorp, a Delaware corporation (“IAC”), and Match Group, Inc., a Delaware corporation (“Match,” and together with IAC, the “Parties”).