EXHIBIT 1.1 VALUECLICK, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE ---------------------------- UNDERWRITING AGREEMENTValueclick Inc/Ca • March 28th, 2000 • Services-advertising agencies • New York
LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this "Agreement") dated October 21, 1999 between SILICON VALLEY BANK ("Bank") and ValueClick, Inc. ("Borrower"), provides the terms on which Bank will lend to Borrower and Borrower will...Loan and Security Agreement • November 24th, 1999 • Valueclick Inc/Ca • Services-advertising agencies
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 22nd, 2000 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
EXHIBIT 10.24 SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (this "Agreement") is dated as of December 31, 1999, and is between Todd Treusdell, an individual (the "Seller"), and ValueClick, Inc., a Delaware corporation (the "Buyer"). WHEREAS,...Share Purchase Agreement • March 14th, 2000 • Valueclick Inc/Ca • Services-advertising agencies • England and Wales
R E C I T A LIncentive Stock Option Agreement • June 9th, 2000 • Valueclick Inc/Ca • Services-advertising agencies • California
EXHIBIT 99.5Stock Option Agreement • May 18th, 2001 • Valueclick Inc/Ca • Services-advertising agencies • California
Exhibit 10.30 VOTING AGREEMENT THIS AGREEMENT is made as of the ___th day of ________, 2000 by and among ValueClick, Inc., a Delaware corporation (the "COMPANY"), Michael J. Bueno, Brian Coryat, Steven J. Umberger and James R. Zarley (together the...Voting Agreement • February 22nd, 2000 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
LICENSE AGREEMENTLicense Agreement • October 12th, 1999 • Valueclick Inc/Ca • California
STANDARD SUBLEASE (SHORT-FORM TO BE USED WITH POST 1995 AIR LEASES)Valueclick Inc/Ca • October 12th, 1999
RECITALSIntellectual Property Security Agreement • November 24th, 1999 • Valueclick Inc/Ca • Services-advertising agencies
2) "THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A LOCKUP PERIOD OF 180-DAYS FOLLOWING THE COMPANY'S INITIAL PUBLIC OFFERING AS SET FORTH IN AN AGREEMENT BETWEEN THE ISSUER AND THE ORIGINAL HOLDER OF THESE SHARES, A COPY OF WHICH MAY BE...Valueclick Inc/Ca • February 22nd, 2000 • Services-advertising agencies • Delaware
RECITALSVoting Agreement • July 20th, 2001 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
R E C I T A L SNonstatutory Stock Option Agreement • June 9th, 2000 • Valueclick Inc/Ca • Services-advertising agencies • California
AGREEMENT AND PLAN OF MERGER by and between ALLIANCE DATA SYSTEMS CORPORATION, CONVERSANT, INC. and AMBER SUB LLC Dated as of September 11, 2014Agreement and Plan of Merger • September 11th, 2014 • Conversant, Inc. • Services-advertising agencies • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 11, 2014, is by and between Conversant, Inc., a Delaware corporation (the “Company”), Alliance Data Systems Corporation, a Delaware corporation (“Parent”) and Amber Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub”).
EXHIBIT 99.3Stock Option Assumption Agreement • May 18th, 2001 • Valueclick Inc/Ca • Services-advertising agencies
RECITALSVoting Agreement • July 20th, 2001 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
KEY EMPLOYEE AGREEMENT This KEY EMPLOYEE AGREEMENT (hereinafter referred to as the ("Agreement") is made and entered into as of the 1st day of June, 1999, by and between ValueClick, Inc., a Delaware corporation (hereinafter referred to as the...Key Employee Agreement • November 24th, 1999 • Valueclick Inc/Ca • Services-advertising agencies • California
WITNESSETH: WHEREAS, each of the Sellers wishes to sell and the Purchaser wishes to purchase, a certain number of shares of capital stock owned by each of the Sellers in ValueClick Japan, a Japanese corporation having its principal office at [6F Ohma...Stock Purchase Agreement • October 12th, 1999 • Valueclick Inc/Ca
BY AND AMONGRegistration Rights Agreement • December 5th, 2000 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
WITNESSETH:Stock Purchase Agreement • March 14th, 2000 • Valueclick Inc/Ca • Services-advertising agencies
RECITALSRegistration Rights Agreement • February 22nd, 2000 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
RECITALSVoting Agreement • July 20th, 2001 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
Master Repurchase AgreementMaster Repurchase Agreement • June 30th, 2005 • Valueclick Inc/Ca • Services-advertising agencies • New York
Dated as of: June 14, 2005 Between: ValueClick, Inc. and Wachovia Securities, LLC, on behalf of itself and its clearing affiliate, First Clearing, LLC.
RECITALSInvestor Rights Agreement • February 22nd, 2000 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
STANDARD INDUSTRIAL LEASE - MULTI-TENANT AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. PARTIES. This Lease, dated, for reference purpose only, AUGUST 30, 1999, is made by and between WILLIAM D & EDNA J. WRIGHT DBA SOUTH COAST BUSINESS PARK (herein...Industrial Lease • October 12th, 1999 • Valueclick Inc/Ca
SECOND AMENDED AND RESTATED CREDIT AGREEMENT among VALUECLICK, INC., THE LENDERS NAMED HEREIN, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, L/C Issuer and Swing Line Lender and WELLS FARGO SECURITIES, LLC, as Sole Lead Arranger...Credit Agreement • August 20th, 2013 • Valueclick Inc/Ca • Services-advertising agencies • New York
ACKNOWLEDGEMENTTrademark Assignment • October 12th, 1999 • Valueclick Inc/Ca
KEY EMPLOYEE AGREEMENTKey Employee Agreement • February 29th, 2008 • Valueclick Inc/Ca • Services-advertising agencies • California
This KEY EMPLOYEE AGREEMENT (the "Agreement") is made and entered into as of the 7th day of February 2008, by and between ValueClick, Inc. a Delaware corporation (the "Company" or "ValueClick") and John P. Pitstick ("Executive").
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 20th, 2013 • Valueclick Inc/Ca • Services-advertising agencies • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT, dated as of August 19, 2013, is entered into by and among VALUECLICK, INC., a Delaware corporation (the “Borrower”), VALUECLICK BRANDS, INC., a California corporation (“ValueClick Brands”), MEDIAPLEX, INC., a Delaware corporation (“Mediaplex”), COMMISSION JUNCTION, INC., a Delaware corporation (“Commission Junction”), each of the other entities which becomes a party hereto pursuant to Section 10.14 hereof (each of the foregoing, including the Borrower, ValueClick Brands, Mediaplex and Commission Junction, a “Grantor” and collectively, the “Grantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the administrative agent on behalf of the Lenders (as defined in the Credit Agreement referred to below) and as collateral agent for any Affiliate of a Lender party to a Lender Rate Contract (as defined in the Credit Agreement referred to below) or providing Lender Bank Products (as defined in the Credit Agreement referred to below) (in such capac
KEY EMPLOYEE AGREEMENTKey Employee Agreement • March 28th, 2003 • Valueclick Inc/Ca • Services-advertising agencies • California
This KEY EMPLOYEE AGREEMENT (the "Agreement") is made and entered into as of the 1st day of January, 2002, by and between ValueClick, Inc. a Delaware corporation (the "Company" or "ValueClick") and Samuel J. Paisley ("Executive").
AGREEMENT AND PLAN OF MERGER BY AND AMONG VALUECLICK, INC., HS ACQUISITION CORP., HI-SPEED MEDIA, INC.,Agreement and Plan of Merger • March 31st, 2006 • Valueclick Inc/Ca • Services-advertising agencies • California
This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of December 10, 2003 by and among ValueClick, Inc., a Delaware corporation (“Parent”), HS Acquisition Corp., a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Hi-Speed Media, Inc., a California corporation (the “Company”), the shareholders of the Company signatory hereto (the “Shareholders”) and Farshad Fardad, in his capacity as Shareholder Agent (as defined in Section 7.2(h)).
FORM OF VOTING AGREEMENTVoting Agreement • April 12th, 2002 • Valueclick Inc/Ca • Services-advertising agencies • New York
VOTING AGREEMENT, dated as of March 10, 2002 (this "Agreement"), by and between ValueClick, Inc., a Delaware corporation ("Parent"), and the undersigned stockholder ("Stockholder") of Be Free, Inc., a Delaware corporation (the "Company").
CONSULTING AGREEMENTConsulting Agreement • March 22nd, 2002 • Valueclick Inc/Ca • Services-advertising agencies • California
THIS CONSULTING AGREEMENT (the "Agreement") is entered into this 17th day of September 2001, by and between ValueClick, Inc., a Delaware corporation (the "Company"), and Gregory R. Raifman, an individual ("Consultant").
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF AUGUST 10, 2005 AMONG VALUECLICK, INC., FASTCLICK, INC. AND FC ACQUISITION SUB, INC.Agreement and Plan of Merger and Reorganization • August 12th, 2005 • Valueclick Inc/Ca • Services-advertising agencies • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”), dated as of August 10, 2005, is by and among Fastclick, Inc., a Delaware corporation (the “Company”), ValueClick, Inc., a Delaware corporation (“Parent”), and FC Acquisition Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Acquisition”).
VOTING AGREEMENTVoting Agreement • September 11th, 2014 • Conversant, Inc. • Services-advertising agencies
This Voting Agreement (this “Agreement”), dated as of September 11, 2014, is entered into by and between Alliance Data Systems Corporation, a Delaware corporation (“Parent”), and each of the stockholders of Conversant, Inc., a Delaware corporation (the “Company”), listed on Schedule A attached hereto (each, a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned to them in the Merger Agreement (as defined below).
