SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 16th, 2018 • Comscore, Inc. • Services-business services, nec • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 16, 2018, by and among comScore, Inc., a Delaware corporation, with headquarters located at 11950 Democracy Drive, Suite 600, Reston, Virginia 20190 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • January 16th, 2018 • Comscore, Inc. • Services-business services, nec • New York
PLEDGE AND SECURITY AGREEMENT, dated as of January 16, 2018 (this “Agreement”), made by comScore, Inc., a Delaware corporation (the “Company”), each Subsidiary of the Company listed as a “Grantor” on the signature pages hereto (together with the Company and each other Person that executes an joinder and becomes a “Grantor” hereunder, each a “Grantor” and collectively, the “Grantors”), in favor of Starboard Value and Opportunity Master Fund Ltd., in its capacity as collateral agent (in such capacity, the “Collateral Agent”) for the Holders (as defined below) of Notes (as defined below) issued pursuant to the Securities Purchase Agreement, dated as of January 16, 2018 (as amended, restated or otherwise modified from time to time, the “Securities Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 16th, 2018 • Comscore, Inc. • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 16, 2018, by and among comScore, Inc., a Delaware corporation, with headquarters located at 11950 Democracy Drive, Suite 600, Reston, Virginia 20190 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
GUARANTYComscore, Inc. • January 16th, 2018 • Services-business services, nec • New York
GUARANTY, dated as of January 16, 2018, made by the undersigned (together with each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder each a “Guarantor”, and collectively, the “Guarantors”), in favor of the Collateral Agent and the Holders (each as defined below).
