EXHIBIT 1.1 RealNetworks, Inc. Common Stock Underwriting Agreement ______________________Realnetworks Inc • June 4th, 1999 • Services-computer programming services • New York
[NUMBER] [RealNetworks Logo] [SHARES] RN INCORPORATED UNDER THE LAWS OF SEE REVERSE FOR THE STATE OF WASHINGTON CERTAIN DEFINITIONS CUSIP 75605L 10 4 THIS IS TO CERTIFY THAT IS THE OWNER OF FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK,...Realnetworks Inc • October 31st, 1997 • Services-computer programming services
ARTICLE I THE MERGERAgreement and Plan of Merger • May 17th, 1999 • Realnetworks Inc • Services-computer programming services • California
EXHIBIT 10.24 AMENDED AND RESTATED SETTLEMENT AGREEMENT This Amended and Restated Settlement Agreement (the "Agreement") is entered into as of this 10th day of March, 2006 (the "Signing Date"), by and between RealNetworks, Inc., a corporation...Settlement Agreement • March 16th, 2006 • Realnetworks Inc • Services-computer programming services • Washington
R E C I T A L SIndemnification Agreement • September 26th, 1997 • Realnetworks Inc • Washington
EXHIBIT 10.4 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this "Agreement") is entered into effective as of __________ (the "Grant Date"), by REALNETWORKS, INC., a Washington corporation (the "Company") and __________________ (the "Holder"). R...Stock Option Agreement • March 31st, 1999 • Realnetworks Inc • Services-computer programming services • Washington
Exhibit 4.3 REALNETWORKS, INC. ZERO COUPON CONVERTIBLE SUBORDINATED NOTES DUE JULY 1, 2010 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 12th, 2003 • Realnetworks Inc • Services-computer programming services • New York
Common StockRealnetworks Inc • October 31st, 1997 • Services-computer programming services • New York
1 Exhibit 10.10 AGREEMENT BETWEEN MICROSOFT AND PROGRESSIVE NETWORKS ON MEDIA STREAMING TECHNOLOGY This "Agreement" is entered into and effective as of June 17, 1997 (the "Effective Date") by and between MICROSOFT CORPORATION, a Washington corporation...Agreement • November 20th, 1997 • Realnetworks Inc • Services-computer programming services • Washington
ISSUER TORealnetworks Inc • November 18th, 2003 • Services-computer programming services • New York
RECITALSRegistration Rights Agreement • February 7th, 2001 • Realnetworks Inc • Services-computer programming services • Washington
EXHIBIT 2.2 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER is dated as of July 28, 1999 (the "Amendment") by and among RealNetworks, Inc., a Washington corporation ("RealNetworks"), XTC Acquisition...Agreement and Plan of Merger • August 23rd, 1999 • Realnetworks Inc • Services-computer programming services • California
1 Exhibit 10.10 AGREEMENT BETWEEN MICROSOFT AND PROGRESSIVE NETWORKS ON MEDIA STREAMING TECHNOLOGY This "Agreement" is entered into and effective as of June 17, 1997 (the "Effective Date") by and between MICROSOFT CORPORATION, a Washington corporation...Agreement • September 26th, 1997 • Realnetworks Inc • Washington
VOTING AGREEMENTVoting Agreement • September 26th, 1997 • Realnetworks Inc • Washington
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • January 12th, 2001 • Realnetworks Inc • Services-computer programming services • New York
1 EXHIBIT 1 AMENDMENT NO. 2 DATED AS OF MAY 30, 2000 TO SHAREHOLDER RIGHTS PLAN BETWEEN REALNETWORKS, INC. AND CHASEMELLON SHAREHOLDER SERVICES, L.L.C. WHEREAS, RealNetworks, Inc. (the "Company") and ChaseMellon Shareholder Services, L.L.C., as Rights...Realnetworks Inc • June 8th, 2000 • Services-computer programming services
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONVoting Agreement • August 14th, 2003 • Realnetworks Inc • Services-computer programming services • New York
RECITALSRegistration Rights Agreement • March 31st, 2004 • Realnetworks Inc • Services-computer programming services • Washington
EXHIBIT 10.3 THE SECURITIES OFFERED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE, AND ANY SALE OF SUCH SECURITIES IS SUBJECT TO COMPLIANCE WITH, OR THE...Stock Option Agreement • March 30th, 1998 • Realnetworks Inc • Services-computer programming services • Washington
RECITALSRegistration Rights Agreement • March 30th, 2000 • Realnetworks Inc • Services-computer programming services • Washington
1 EXHIBIT 10.19 PROGRESSIVE NETWORKS, INC. SECOND AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT' Rights Agreement • September 26th, 1997 • Realnetworks Inc • Washington
RECITALSStock Option Agreement • November 14th, 2002 • Realnetworks Inc • Services-computer programming services • Washington
RECITALSInvestor Rights Agreement • July 28th, 1999 • Realnetworks Inc • Services-computer programming services • Washington
AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • January 26th, 2000 • Realnetworks Inc • Services-computer programming services • Georgia
REALNETWORKS, INC. STOCK OPTION AGREEMENT NOTICE OF INDUCEMENT STOCK OPTION GRANTStock Option Agreement • October 26th, 2020 • Realnetworks Inc • Services-computer programming services • Washington
Unless otherwise defined herein, the terms defined in the RealNetworks, Inc. 2020 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement which includes the Notice of Inducement Stock Option Grant (the “Notice of Grant”), the Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A, the Exercise Notice, attached hereto as Exhibit B, and all other exhibits, appendices, and addenda attached hereto (together, the “Option Agreement”).
RECITALSStock Option Agreement • February 9th, 2001 • Realnetworks Inc • Services-computer programming services • Washington
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 8th, 1998 • Realnetworks Inc • Services-computer programming services • Washington
2- 3 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the day and year first above written. REALNETWORKS, INC.Realnetworks Inc • February 7th, 2000 • Services-computer programming services
MIDCOM TOWER AT 1111 THIRD AVENUELease Agreement • September 26th, 1997 • Realnetworks Inc • Washington
REALNETWORKS, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • May 2nd, 2011 • Realnetworks Inc • Services-computer programming services • Washington
This Change in Control and Severance Agreement (the “Agreement”) is made and entered into by and between Tracy Daw (“Executive”) and RealNetworks, Inc., a Washington corporation (the “Company”), effective as of September 9, 2010 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGER By and Among GREATER HEIGHTS LLC, GREATER HEIGHTS ACQUISITION LLC, ROBERT GLASER and REALNETWORKS, INC. Dated as of July 27, 2022Agreement and Plan of Merger • July 28th, 2022 • Realnetworks Inc • Services-computer programming services • Washington
This Agreement and Plan of Merger (this “Agreement”) is entered into, as of July 27, 2022, by and among RealNetworks, Inc., a Washington corporation (the “Company”), Greater Heights LLC, a Washington limited liability company (“Parent”), Greater Heights Acquisition LLC, a Washington limited liability company and a wholly owned Subsidiary of Parent (“Merger Sub”) and exclusively for purposes of Section 8.15, Robert Glaser, an individual resident of Washington (“Parent Guarantor”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the respective meanings set forth in Section 8.01 hereof.
RECITALS-Sell Agreement • October 31st, 1997 • Realnetworks Inc • Services-computer programming services
LOAN AND SECURITY AGREEMENT Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosedLoan and Security Agreement • August 6th, 2019 • Realnetworks Inc • Services-computer programming services • California
This Loan And Security Agreement is entered into as of August 1, 2019, by and among Western Alliance Bank, an Arizona corporation (“Bank”), Rhapsody International Inc., a Delaware corporation (“Rhapsody”), RealNetworks Digital Music of California, Inc., a California corporation (“RN DMC”) and RealNetworks, Inc., a Washington corporation (“RealNetworks”, and together with Rhapsody and RN DMC, each a “Borrower” and collectively, “Borrowers”).
RealNetworks, Inc. 2005 Stock Incentive Plan Non-Qualified Stock Option Terms and ConditionsQualified Stock Option Terms and Conditions • March 18th, 2013 • Realnetworks Inc • Services-computer programming services • Washington
Non-Qualified Stock Option Terms and Conditions (the “Agreement”) made and entered into as of the effective date (the “Grant Date”) set forth in the Notice of Grant of Stock Options and Option Agreement attached hereto (the “Notice of Grant”), by and between RealNetworks, Inc., a Washington corporation (the “Company”), and you (the “Optionee”) pursuant to the RealNetworks, Inc. 2005 Stock Incentive Plan (the “Plan”). Capitalized terms not defined in this Agreement have the meanings ascribed to them in the Plan.
ANDCombination Agreement • September 14th, 2006 • Realnetworks Inc • Services-computer programming services • New York
