Outbrain Inc. Sample Contracts
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • July 20th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 20__ by and between Outbrain Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/ an officer] of the Company (“Indemnitee”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 15, 2014 (the “Effective Date”) between (i) SILICON VALLEY BANK, a California corporation (“Bank”), and (ii) OUTBRAIN INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Loan and Security Agreement dated as of May 24, 2013 between Borrower and Bank (as amended from time to time, the “Prior Loan Agreement”). The parties agree as follows:
OUTBRAIN INC., and THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of July 27, 2021 2.95% Convertible Senior Notes due 2026Indenture • July 28th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
INDENTURE, dated as of July 27, 2021, between Outbrain Inc., a Delaware corporation, as issuer (the “Company”) and The Bank of New York Mellon, not in its individual capacity but solely as trustee (the “Trustee”).
ContractWarrant Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
OUTBRAIN INC. AMENDED AND RESTATED EXECUTIVE AGREEMENTExecutive Agreement • March 7th, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
THIS AMENDED AND RESTATED EXECUTIVE AGREEMENT (this “Agreement”) is made and entered into as of the date signed below, by and between Outbrain Inc. (the “Company”), and Jason Benjamin Kiviat (the “Executive”). The Company and the Executive are sometimes hereinafter referred to individually as a “Party” and together as “Parties.”
ContractWarrant Agreement • March 18th, 2022 • Outbrain Inc. • Services-computer programming, data processing, etc. • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
INDENTURE Dated as of February 11, 2025 Between OT MIDCO INC. as the Issuer the Guarantors party hereto from time to time and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee and Security Agent $637,500,000 10.000% SENIOR SECURED NOTES DUE 2030Indenture • February 11th, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
INDENTURE, dated as of February 11, 2025, among, OT Midco Inc., a Delaware corporation (the “Issuer”), the Guarantors party hereto from time to time and U.S. Bank Trust Company, National Association, as Trustee and Security Agent.
Outbrain Inc. 8,000,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • July 20th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
This letter (this “Letter Agreement”) is being delivered to you in connection with the proposed underwriting agreement (the “Underwriting Agreement”), between Outbrain Inc., a Delaware corporation (the “Company”), and you as the representative of a group of underwriters (the “Underwriters”) named therein, relating to an underwritten public offering of Common Stock, $0.001 par value (the “Common Stock”), of the Company (the “Offering”).
SHARE PURCHASE AGREEMENT by and among Altice Teads S.A. as the Seller, Teads S.A. as the Company and Outbrain Inc. as the Purchaser Dated as of August 1, 2024Share Purchase Agreement • August 8th, 2024 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
NOTE REPURCHASE AGREEMENTNote Repurchase Agreement • November 7th, 2024 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
This Note Repurchase Agreement (this “Agreement”) is made as of September 18, 2024 by and between Outbrain Inc. (“Outbrain” or “Buyer”) and Baupost Group Securities, L.L.C. (“Seller”). Buyer and Seller are collectively referred to herein as the “Parties” and each individually, a “Party.”
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 8th, 2023 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
upon each receipt of such Borrowing Base Statement; provided however, notwithstanding the foregoing, if the Borrowing Base Statement required by Section 5.3(a) is not delivered by the respective date required thereunder, the LIBOR Rate Margin shall be 2.00% until such Borrowing Base Statement is delivered.“Payment Date” is, (a) as to any Prime Rate Advance, the last calendar day of each calendar month to occur while such Advance is outstanding and the Revolving Line Maturity Date, (b) as to any SOFR Advance having an Interest Period of three (3) months or less, the last Business Day of such Interest Period and the final maturity date of such Advance, (c) as to any SOFR Advance having an Interest Period longer than three (3) months, each Business Day that is three (3) months after the first day of such Interest Period, the last Business Day of such Interest Period and the final maturity date of such Advance, and (d) as to any Advance, the date of any repayment or prepayment made in resp
ContractWarrant Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • June 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 30, 2025 among TEADS MEXICO, S. de R.L. de C.V. (the “New Guarantor”), OT MIDCO INC., a Delaware corporation (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (in such capacity, the “Trustee”) and as security agent under the indenture referred to below (in such capacity, the “Security Agent”).
SENIOR SUBORDINATED SECURED NOTE PURCHASE AGREEMENT dated as of July 1, 2021 among OUTBRAIN INC., as Issuer CERTAIN SUBSIDIARIES OF ISSUER as Guarantors, VARIOUS INVESTORS FROM TIME TO TIME PARTY HERETO, AND THE BANK OF NEW YORK MELLON, as Collateral...Subordination Agreement • July 6th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
This SENIOR SUBORDINATED SECURED NOTE PURCHASE AGREEMENT, dated as of July 1, 2021, is entered into by and among OUTBRAIN INC., a Delaware corporation (“Company”, or “Issuer”), certain Subsidiaries of Company from time to time, as Guarantors, the Investors from time to time party hereto and The Bank of New York Mellon, as collateral agent for the Investors (in such capacity, together with its successors and assigns, “Collateral Agent”).
OUTBRAIN INC. 2007 OMNIBUS SECURITIES AND INCENTIVE PLAN, AS AMENDED AND RESTATED (Effective June 4, 2025) RESTRICTED STOCK UNIT AWARD GRANT NOTICERestricted Stock Unit Agreement • August 8th, 2025 • Teads Holding Co. • Services-computer programming, data processing, etc. • Delaware
Outbrain Inc., a Delaware corporation (the “Company”), pursuant to its 2007 Omnibus Securities and Incentive Plan, as Amended and Restated (effective June 4, 2025), and as may be further amended from time to time (the “Plan”), hereby grants to the holder listed below (the “Participant”), an Award of restricted stock units (“Restricted Stock Units” or “RSUs”). Each Restricted Stock Unit represents the right to receive, in accordance with the Award Agreement attached hereto as Exhibit A (the “Agreement”), one Common Share (“Share”). This award of Restricted Stock Units is subject to all of the terms and conditions set forth herein and in the Agreement and the Plan, each of which are incorporated herein by reference. Capitalized terms not specifically defined in this Restricted Stock Unit Award Grant Notice (the “Grant Notice”) shall have the meanings specified in the Plan and the Agreement.
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • June 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 30, 2025 among TEADS CANADA ULC, OUTBRAIN FRANCE SAS, TEADS DEUTSCHLAND GMBH, OUTBRAIN ISRAEL LTD, OUTBRAIN JAPAN K.K., TEADS JAPAN K.K., TEADS SINGAPORE PTE. LTD., (each a “New Guarantor” and collectively, the “New Guarantors”), OT MIDCO INC., a Delaware corporation (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (in such capacity, the “Trustee”) and as security agent under the indenture referred to below (in such capacity, the “Security Agent”).
SUBLEASE AGREEMENTSublease Agreement • July 20th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
This SUBLEASE AGREEMENT (this “Agreement”) is entered into as of July 14, 2021 (the “Effective Date”), by and between DINEINFRESH, INC., d/b/a PLATED, a Delaware corporation (“Plated”), and OUTBRAIN, INC., a Delaware corporation (“Subtenant”). Plated and Subtenant are sometimes referred to herein individually as a “party” and, collectively, as the “parties.”
FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • June 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 3, 2025 among TEADS, VIDEO INTELLIGENCE AG, TEADS SCHWEIZ GMBH, OT SWISS FINANCING GMBH (each a “New Guarantor” and collectively, the “New Guarantors”), OT MIDCO INC., a Delaware corporation (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (in such capacity, the “Trustee”) and as security agent under the indenture referred to below (in such capacity, the “Security Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
Amended and Restated Employment Agreement (the “Agreement”), effective as of July 19, 2021 (the “Commencement Date”), by and between Outbrain Inc., a Delaware corporation (the “Company”), and Elise Garofalo, a natural person and resident of the State of Connecticut (“Employee”).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • March 7th, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • Florida
This Transition Services Agreement (the “Agreement”) is made as of November 7, 2024, by and between Outbrain Inc. (the “Company”) and Yaron Galai (the “Executive”).
FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc.
This Fourth Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 6th day of October, 2016, by and between SILICON VALLEY BANK (“Bank”) and OUTBRAIN INC., a Delaware corporation (“Borrower”) whose address is 39 West 13th Street, 3rd Floor, New York, New York 10011.
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc.
SIXTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc.
This Sixth Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 27th day of March, 2020, by and between SILICON VALLEY BANK (“Bank”) and OUTBRAIN INC., a Delaware corporation (“Borrower”) whose address is 39 West 13th Street, 3rd Floor, New York, New York 10011.
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc.
This Second Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 27th day of January, 2016, by and between SILICON VALLEY BANK (“Bank”) and OUTBRAIN INC., a Delaware corporation (“Borrower”) whose address is 39 West 13th Street, 3rd Floor, New York, New York 10011.
OUTBRAIN INC. 2021 LONG-TERM INCENTIVE PLAN PERFORMANCE STOCK UNIT AWARD GRANT NOTICEPerformance Stock Unit Award Grant Notice • August 8th, 2025 • Teads Holding Co. • Services-computer programming, data processing, etc. • Delaware
Outbrain Inc., a Delaware corporation (the “Company”), pursuant to its 2021 Long-Term Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to the holder listed below (the “Participant”), a Full Value Award comprising an award of performance-based restricted stock units (“Performance Stock Units” or “PSUs”). Each Performance Stock Unit represents the right to receive, in accordance with the Award Agreement attached hereto as Exhibit A (the “Agreement”), one share of Common Stock (“Share”) upon vesting. This award of Performance Stock Units is subject to all of the terms and conditions set forth herein and in the Agreement and the Plan, each of which are incorporated herein by reference. Capitalized terms not specifically defined this Performance Stock Unit Award Grant Notice (the “Grant Notice”) shall have the meaning specified in the Plan and the Agreement.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • June 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 1, 2025 among TEADS AUSTRALIA PTY LTD ACN 635 531 869 (the “New Guarantor”), OT MIDCO INC., a Delaware corporation (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (in such capacity, the “Trustee”) and as security agent under the indenture referred to below (in such capacity, the “Security Agent”).
Addendum C to Lease Agreement dated January 17, 2017 Made and entered into in Netanya on June 30, 2022 BetweenLease Agreement • August 12th, 2022 • Outbrain Inc. • Services-computer programming, data processing, etc.
Whereas on January 17, 2017 a lease agreement was entered into between the Lessor and the Lessee whereby the Lessee leased from the Lessor areas in building known as A in 6 Arye Regev Street, Netanya (hereinafter respectively: the "Premises" and the "Building") constituting part of a project referred to as "Ycenter" (hereinafter: the "Project"); and thereafter a renovation agreement and consent letters were entered into between the parties concerning the maintenance of the Premises; and in March 2020 Addendum A to the Agreement was entered into whereby changes were made in the terms of the lease; the area of the Premises was expanded and leasehold periods were defined (including additional option periods); and on May 11, 2020 Addendum B to the Agreement was entered into whereby certain reliefs were granted to the Lessee during the Corona period (hereinafter the Agreement, the additional consent letters and the agreed changes: the "Lease Agreement" or the "Agreement"); and
Warrant to Purchase up to an Aggregate of 37,713 Shares of Common Stock (subject to adjustment) of OUTBRAIN, INC. at a per share price as detailed below Void After the expiration of the Option Period (defined below)Warrant Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc.
This is to certify that Ouriel Ohyaon (“Holder”) is entitled to purchase, subject to the provisions of this Warrant, from OUTBRAIN, INC., a company incorporated under the laws of the State of Delaware (the “Company”), during the period (the “Option Period”) from the date hereof until the earlier of (i) immediately prior to the closing of the initial public offering of the Company’s shares (“IPO”), or (ii) immediately prior to the closing of any transaction for the sale of substantially all of the assets or the shares of the Company, an aggregate of up to 37,713 (subject to adjustment as provided in Section 3 below)-fully paid and non-assessable shares of Common Stock, U.S.$ 0.001 par value per share (the “Warrant Shares”), of the Company at a price of U.S.$0.2186 per share (the “Exercise Price”), all subject to the terms and conditions set forth below.
OUTBRAIN INC. 2007 OMNIBUS SECURITIES AND INCENTIVE PLAN AMENDED AND RESTATED JANUARY 21, 20092007 Omnibus Securities and Incentive Plan • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
The purpose of this Outbrain Inc. 2007 Omnibus Securities and Incentive Plan (the “Plan”) is to benefit the stockholders of Outbrain Inc., a Delaware corporation (the “Company”), by assisting the Company to attract, retain and provide incentives to key management employees and nonemployee directors of, and non-employee consultants to, the Company and its Affiliates, and to align the interests of such employees, nonemployee directors and nonemployee consultants with those of the Company’s stockholders. Accordingly, the Plan provides for the granting of Distribution Equivalent Rights, Incentive Stock Options, Non-Qualified Stock Options, Performance Share Awards, Restricted Stock Awards, Stock Appreciation Rights, Tandem Stock Appreciation Rights, Unrestricted Stock Awards or any combination of the foregoing, as may be best suited to the circumstances of the particular Employee, Director or Consultant as provided herein.
Warrant to Purchase up to an Aggregate of 100,000 Shares of Common Stock (subject to adjustment) of OUTBRAIN, INC. at a per share price as detailed below Void After the expiration of the Option Period (defined below)Warrant Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
This is to certify that American Friends of Tmura (“Holder”) is entitled to purchase, subject to the provision of this Warrant, from Outbrain, Inc. a company incorporated under the laws of the State of Delaware (the “Company”), during the period (the ‘‘Option Period”) from the date hereof and until the earlier of (i) immediately prior to the closing of the initial public offering of the Company’s shares (“IPO”), (ii) a Deemed Liquidation, as such term is defined in the Company’s Amended and Restated Certificate of Incorporation of the Company, or (iii) on the tenth anniversary of the date hereof, an aggregate of up to 100,000 (subject to adjustment as provided in Section 3 below) fully paid and non-assessable shares of Common Stock, US$ 0.001 par value per share (the “Warrant Shares”), of the Company at a price of US$0,576 per share (the “Exercise Price”), all subject to the terms and conditions set forth below.
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) made as of the 3rd day of February, 2025 (the “Effective Date”), by and among Outbrain Inc. a Delaware corporation (the “Company”), Yaron Galai (the “Founder”), and the individuals and entities identified in Schedule 1 attached hereto (collectively, the “Investor Holders” and together with the Founder, the “Registration Rights Holders”).
SEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc.
This Seventh Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 21st day of June, 2021, by and between SILICON VALLEY BANK (“Bank ”) and OUTBRAIN INC., a Delaware corporation (“Borrower”) whose address is 39 West 13th Street, 3rd Floor, New York, New York 10011.
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • June 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 30, 2025 among OUTBRAIN ITALY S.R.L. (the “New Guarantor”), OT MIDCO INC., a Delaware corporation (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (in such capacity, the “Trustee”) and as security agent under the indenture referred to below (in such capacity, the “Security Agent”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 29th, 2021 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) made as of the 1st day of April, 2019 (the “Effective Date”), by and among Outbrain Inc. a Delaware corporation (the “Company”), Yaron Galai and Ori Lahav (each a “Founder” and together, the “Founders”), the individuals and entities identified in Schedule 1 attached hereto (collectively, the “Preferred G Holders”), the individuals and entities identified in Schedule 2 attached hereto (collectively, the “Preferred F Holders”), the individuals and entities identified in Schedule 3 attached hereto (collectively, the “Preferred D Holders”), the individuals and entities identified in Schedule 4 attached hereto (collectively, the “Preferred C Holders”), the individuals and entities identified in Schedule 5 attached hereto (collectively, the “Preferred B Holders”), the individuals and entities identified in Schedule 6 attached hereto (collectively, the “Preferred A Holders”) and the individuals and entities identified in
AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 3rd, 2025 • Outbrain Inc. • Services-computer programming, data processing, etc. • Delaware
This AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT, dated as of February 3, 2025 (this “Amendment”), amends that certain Share Purchase Agreement, dated as of August 1, 2024 (the “Purchase Agreement”), by and among Altice Teads S.A., a public limited liability company (société anonyme), incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 1, rue Hildegard von Bingen, L-1282 Luxembourg, Grand Duchy of Luxembourg, registered with the Commercial and Companies Register of Luxembourg (Registre de Commerce et des Sociétés) under number B215423 (the “Seller”), TEADS, a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 5, rue de la Boucherie, L-1247 Luxembourg, Grand Duchy of Luxembourg, and registered with the Luxembourg Commercial and Companies Register (Registre de Commerce et des Sociétés) under number B113995 (the