STOCK PURCHASE AGREEMENT BY AND AMONG ZIFF DAVIS, INC., IGN ENTERTAINMENT, INC., FOX INTERACTIVE MEDIA, INC., HEARST COMMUNICATIONS, INC. AND THE REPRESENTATIVE DATED AS OF FEBRUARY 1, 2013Stock Purchase Agreement • February 7th, 2013 • J2 Global, Inc. • Telegraph & other message communications • Delaware
THIS STOCK PURCHASE AGREEMENT is entered into as of February 1, 2013, (this “Agreement”), by and among Ziff Davis, Inc., a Delaware Corporation (“Purchaser”), IGN Entertainment Inc., a Delaware corporation (the “Company”), Fox Interactive Media, Inc., a Delaware corporation (“Fox” or, in its capacity as representative of the Stockholders, the “Representative”) and Hearst Communications, Inc., a Delaware corporation (“Hearst” and, together with Fox, the “Stockholders”), and solely with respect to Section 9.17 hereof, News America Incorporated, a Delaware corporation (“Guarantor”). The Purchaser, Company, Stockholders and, as applicable, the Representative shall each be referred to in this Agreement as a “Party”, and collectively as the “Parties”. Capitalized terms that are used in this Agreement and not otherwise defined herein shall have the respective meanings ascribed thereto in Article X.
