February 19, 2016 Gannett Co., Inc. 7950 Jones Branch Drive McLean, Virginia 22107 Attention: Chief Financial Officer Re: Confidentiality Agreement Ladies and Gentlemen:Confidentiality Agreement • July 11th, 2016 • Gannett Co., Inc. • Newspapers: publishing or publishing & printing • Delaware
In connection with the consideration of a possible negotiated business transaction (a “Possible Transaction”) between ReachLocal, Inc. (the “Company”) and Gannett Co. Inc. (“you;” each of you and the Company may be referred to herein as a “Party” and collectively as the “Parties”), the Company is prepared to make available to you and your Representatives (as hereinafter defined) certain information concerning the Company’s or its affiliates’ business, financial condition, operations, assets and liabilities. As a condition to such information being furnished to you, you agree that you will, and will cause your Representatives to, treat the Evaluation Material (as hereinafter defined) in accordance with the provisions of this letter agreement and take or abstain from taking certain other actions as set forth herein. The term “affiliates” has the meaning given to it under the Securities Exchange Act of 1934, as amended (the “1934 Act”). The term “Representatives” shall include your office
