NOMINATION AND SUPPORT AGREEMENTNomination and Support Agreement • November 20th, 2014 • Osmium Partners, LLC • Services-prepackaged software • Delaware
This Nomination and Support Agreement (this “Agreement”, dated November 18, 2014 (the “Effective Date”), is between John H. Lewis (“Lewis”), Osmium Partners, LLC (“Osmium Partners”), Osmium Capital, LP (“Fund I”), Osmium Capital II, LP (“Fund II”), Osmium Spartan, LP (“Fund III”), Osmium Diamond, LP (Fund IV”), and Osmium Special Opportunity Fund, LP (“Fund V”), and Rosetta Stone Inc. (the “Company”). Fund I, Fund II, Fund III, Fund IV, and “Fund V”, may be each referred to herein as a “Fund” and collectively as the “Funds”. The Funds, Osmium Partners and Lewis, may be each referred to herein as an “Osmium Party” and collectively as the “Osmium Parties”). The Osmium Parties and the Company may be each referred to herein as a “Party” and, collectively, as the “Parties”.
JOINT FILING AGREEMENTJoint Filing Agreement • November 20th, 2014 • Osmium Partners, LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.00005 per share, of Rosetta Stone Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement.
