RIGHT OF FIRST REFUSAL AGREEMENTRight of First Refusal Agreement • July 15th, 2005 • Monster Worldwide Inc • Services-advertising agencies • Delaware
THIS RIGHT OF FIRST REFUSAL AGREEMENT (the “Agreement”) is made as of the 15th day of July, 2005 by and among Eons, Inc., a Delaware corporation (the “Company”), General Catalyst Group III, L.P., a Delaware limited partnership (“GCP Group III”), GC Entrepreneurs Fund III, L.P., a Delaware limited partnership (“GCP Entrepreneurs III” and together with GCP Group III, “GCP”), Monster Worldwide, Inc., a Delaware corporation (“Monster Worldwide”), and Jeffrey C. Taylor (“Taylor”). GCP, Monster Worldwide and Taylor are referred to herein individually each as an “Investor” and collectively as the “Investors.”
MONSTER WORLDWIDE, INC. New York, NY 10017Working Capital Adjustment Agreement • July 15th, 2005 • Monster Worldwide Inc • Services-advertising agencies
Reference is made to that certain Stock Purchase Agreement, dated as of May 2, 2005, by and among GECKO Inc., George R. Eisele, Daniel S. Collins and Monster Worldwide, Inc. (the “Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.
AGREEMENTSeparation Agreement • July 15th, 2005 • Monster Worldwide Inc • Services-advertising agencies • New York
THIS AGREEMENT (the “Agreement”) dated as of July 14, 2005 between Jeffrey C. Taylor (“Executive”) and Monster Worldwide, Inc., a Delaware corporation formerly known as TMP Worldwide Inc. (the “Company”).
SUBSCRIPTION AGREEMENTSubscription Agreement • July 15th, 2005 • Monster Worldwide Inc • Services-advertising agencies • Delaware
THE PROMISSORY NOTE OFFERED HEREBY BY EONS, INC. (THE “COMPANY”) AND THE SHARES OF CAPITAL STOCK ISSUABLE UPON CONVERSION THEREOF (THE “SHARES”) HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”) NOR ANY STATE SECURITIES REGULATORY AGENCY, NOR HAS THE COMMISSION NOR ANY STATE SECURITIES REGULATORY AGENCY PASSED UPON THE ACCURACY OR ADEQUACY OF ANY OFFERING MATERIALS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
CONSULTING AGREEMENTConsulting Agreement • July 15th, 2005 • Monster Worldwide Inc • Services-advertising agencies • New York
CONSULTING AGREEMENT (the “Agreement”), made this 14th day of July, 2005 by and between MONSTER WORLDWIDE, INC., a Delaware corporation (the “Corporation”) and JEFFREY C. TAYLOR (“Consultant”).
