Form of Indemnification and Tax Matters Agreement Sample Contracts

FORM OF INDEMNIFICATION AND TAX MATTERS AGREEMENT

Form of Indemnification and Tax Matters Agreement • May 15th, 2007 • New 360 • California

• Contract Type
  Form of Indemnification and Tax Matters Agreement
• Filed
  May 15th, 2007
• Company
  New 360
• Jurisdiction
  California

This INDEMNIFICATION AND TAX MATTERS AGREEMENT (this “Agreement”), dated as of [_________], 2007, is by and between DG FastChannel, Inc., a Delaware corporation (the “Purchaser”), and New 360, a California corporation (the “PPB Sub”). All capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Merger Agreement (as defined below).