Common use of Side Letters Clause in Contracts

Side Letters. Parent agrees that neither it nor its Affiliates (including without limitation, ZM Capital, L.P. and any of its Affiliates) have entered into nor will enter into a side letter or similar agreement with any Other Investor that has the effect of establishing rights or otherwise benefiting such Other Investor in a manner more favorable in any respect than the rights and benefits established in favor of the Equity Provider pursuant to the terms hereof, the Alloy Media Holdings, L.L.C. Limited Liability Company Agreement Term Sheet and the Interim Investors Agreement, unless the Equity Provider will be entitled to the same rights and benefits granted under each such side letter or similar agreement. Any such side letter or similar agreement shall be provided to the Equity Provider immediately upon execution by the parties thereto. Sincerely, PRIVATE EQUITY DIRECT PARTNERSHIP II (QP), LP By: AMA Private Equity Partnership, LP, its general partner By: /s/ Xxxxxxx XxXxxxx Name: Xxxxxxx XxXxxxx Title: Vice President [Signature Page to the GenSpring Family Offices Commitment Letter] Agreed to and accepted: ALLOY MEDIA HOLDINGS, L.L.C. By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Vice President and Secretary [Signature Page to the GenSpring Family Offices Commitment Letter]

Side Letters. Parent agrees that neither it nor its Affiliates (including without limitation, ZM Capital, L.P. and any of its Affiliates) have entered into nor will enter into a side letter or similar agreement with any Other Investor that has the effect of establishing rights or otherwise benefiting such Other Investor in a manner more favorable in any respect than the rights and benefits established in favor of the Equity Provider pursuant to the terms hereof, the Alloy Media Holdings, L.L.C. Limited Liability Company Agreement Term Sheet and the Interim Investors Agreement, unless the Equity Provider will be entitled to the same rights and benefits granted under each such side letter or similar agreement. Any such side letter or similar agreement shall be provided to the Equity Provider immediately upon execution by the parties thereto. Sincerely, PRIVATE EQUITY DIRECT PARTNERSHIP II (QP)XXXXXX RIVER CO-INVESTMENT FUND, LP L.P. By: AMA Private Equity Partnership, LPXxxxxxxx Lane New York Co-Investment LLC, its general partner By: /s/ Xxxxxxx XxXxxxx Xxxxxx X. Xxxxxxxxx Name: Xxxxxxx XxXxxxx Xxxxxx X. Xxxxxxxxx Title: Vice President [Signature Page to the GenSpring Family Offices Xxxxxx River Co-Investment Fund, L.P. Commitment Letter] Agreed to and accepted: ALLOY MEDIA HOLDINGS, L.L.C. By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Vice President and Secretary [Signature Page to the GenSpring Family Offices Commitment Letter]Secretary

Side Letters. Parent agrees that neither it nor its Affiliates (including without limitation, ZM Capital, L.P. and any of its Affiliates) have entered into nor will enter into a side letter or similar agreement with any Other Investor that has the effect of establishing rights or otherwise benefiting such Other Investor in a manner more favorable in any respect than the rights and benefits established in favor of the Equity Provider pursuant to the terms hereof, the Alloy Media Holdings, L.L.C. Limited Liability Company Agreement Term Sheet and the Interim Investors Agreement, unless the Equity Provider will be entitled to the same rights and benefits granted under each such side letter or similar agreement. Any such side letter or similar agreement shall be provided to the Equity Provider immediately upon execution by the parties thereto. Sincerely, PRIVATE EQUITY DIRECT PARTNERSHIP II (QP)NPE CASPIAN I B, LP L.P. By: AMA NPE Caspian GP, L.P., its general partner By: Natixis Caspian Private Equity PartnershipEquity, LPLLC, its general partner By: /s/ Xxxxxxx XxXxxxx Xxxxxx Xxxxxxxx Name: Xxxxxxx XxXxxxx Xxxxxx Xxxxxxxx Title: Vice President COO-CFO [Signature Page to the GenSpring Family Offices Natixis Caspian Equity Commitment Letter] Letter Agreed to and accepted: ALLOY MEDIA HOLDINGS, L.L.C. By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Vice President and Secretary [Signature Page to the GenSpring Family Offices Commitment Letter]Secretary

Side Letters. Parent agrees that neither it nor its Affiliates (including without limitation, ZM Capital, L.P. and any of its Affiliates) have entered into nor will enter into a side letter or similar agreement with any Other Investor that has the effect of establishing rights or otherwise benefiting such Other Investor in a manner more favorable in any respect than the rights and benefits established in favor of the Equity Provider pursuant to the terms hereof, the Alloy Media Holdings, L.L.C. Limited Liability Company Agreement Term Sheet and the Interim Investors Agreement, unless the Equity Provider will be entitled to the same rights and benefits granted under each such side letter or similar agreement. Any such side letter or similar agreement shall be provided to the Equity Provider immediately upon execution by the parties thereto. Sincerely, PRIVATE EQUITY DIRECT PARTNERSHIP II (QP)ROSEMONT SOLEBURY CO- INVESTMENT FUND, LP By: AMA Private Equity Partnership, LP, its general partner L.P. By: /s/ Xxxxxxx XxXxxxx Xxxxxxxx Xxx Xxxxx Name: Xxxxxxx XxXxxxx Xxxxxxxx Xxx Xxxxx Title: Vice President Principal ROSEMONT SOLEBURY CO- INVESTMENT FUND (OFFSHORE), L.P. By: /s/ Xxxxxxxx Xxx Xxxxx Name: Xxxxxxxx Xxx Xxxxx Title: Principal [Signature Page to the GenSpring Family Offices Rosemont Solebury Capital Management, LLC Commitment Letter] Agreed to and accepted: ALLOY MEDIA HOLDINGS, L.L.C. By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Vice President and Secretary [Signature Page to the GenSpring Family Offices Commitment Letter]Secretary