January 14, 1997 CMG Information Services, Inc. 187 Ballardvale Street Suite B110 Wilmington, MA 01887-7000 Attention: Andrew J. Hajducky III Re: Transaction ----------- The purpose of this letter is to confirm the terms and conditions of the...CMG Information Services Inc • October 29th, 1997 • Services-direct mail advertising services • New York
CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. ASTERISKS DENOTE OMISSIONS.Cmgi Inc • October 29th, 2002 • Services-direct mail advertising services • Massachusetts
dated as ofPurchase Agreement • October 30th, 2001 • Cmgi Inc • Services-direct mail advertising services • New York
EXHIBIT 10.3 ------------ PLEDGE AGREEMENT THIS PLEDGE AGREEMENT, dated as of the 20th day of November 2001 (this "PLEDGE AGREEMENT") is made by Maktar Limited, a limited liability company incorporated in Ireland (the "PLEDGOR"), to each of the...Pledge Agreement • November 21st, 2001 • Cmgi Inc • Services-direct mail advertising services
SECTION 1 DEFINED TERMSLoan and Security Agreement • March 17th, 2003 • Cmgi Inc • Services-direct mail advertising services • Illinois
EXHIBIT 10.34 SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • October 29th, 1998 • CMG Information Services Inc • Services-direct mail advertising services • Massachusetts
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 29, --------- 1999, by and among CMGI, Inc., a Delaware corporation, with its headquarters located at 100 Brickstone Square, Andover, MA 01810 (the "Company"), and each of ------- the...Registration Rights Agreement • July 7th, 1999 • Cmgi Inc • Services-direct mail advertising services • Delaware
AMONG CMG INFORMATION SERVICES, INC. CMGI ACQUISITION CORPORATION, ACCIPITER, INC., AND CERTAIN STOCKHOLDERS OF ACCIPITER, INC. NAMED HEREINAgreement and Plan of Merger • April 23rd, 1998 • CMG Information Services Inc • Services-direct mail advertising services • Delaware
AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • October 29th, 2002 • Cmgi Inc • Services-direct mail advertising services
EXHIBIT 10.2 SEVERANCE AGREEMENT ------------------- THIS SEVERANCE AGREEMENT ("Agreement") by and between uBid, Inc., a Delaware corporation (the "Company") headquartered at 8550 West Bryn Mawr Avenue, Suite 220, Chicago, Illinois, CMGI, Inc.,...Severance Agreement • June 14th, 2001 • Cmgi Inc • Services-direct mail advertising services • Massachusetts
EXHIBIT 10.69 CMG @ VENTURES II LLC OPERATING AGREEMENT (A DELAWARE LIMITED LIABILITY COMPANY) CMG @ VENTURES II LLC OPERATING AGREEMENTOperating Agreement • October 29th, 1998 • CMG Information Services Inc • Services-direct mail advertising services • Delaware
TABLE OF CONTENTS to the Lease Agreement by and between CMGI (UK) Ltd. and DIFA DEUTSCHE IMMOBILIEN FONDS AKTIENGESELLSCHAFTLease Agreement • October 31st, 2000 • Cmgi Inc • Services-direct mail advertising services
SUBLEASE --------CMG Information Services Inc • December 13th, 1996 • Services-direct mail advertising services • Massachusetts
SECTION 1 PURCHASE AND SALE OF THE SHARES.......................................... 2 1.1 Purchase and Sale............................................. 2 ----------------- 1.2 Closing....................................................... 2 -------...Stock Purchase Agreement • November 8th, 1996 • CMG Information Services Inc • Services-direct mail advertising services • California
Exhibit 10.4 SECURITY AGREEMENT ------------------ SECURITY AGREEMENT, dated as of March 16, 1999, between ON-DEMAND SOLUTIONS, a Massachusetts corporation (the "Company"), and BANKBOSTON, N.A., a national banking association, as agent (hereinafter,...Security Agreement • June 14th, 1999 • Cmgi Inc • Services-direct mail advertising services • Massachusetts
EXHIBIT 10.01 INDEMNIFICATION AGREEMENT ------------------------- This Agreement is made as of this ____ day of ____, 199_, between CMG Information Services, Inc., a Delaware corporation (the "Company"), and _________________ (the "Indemnitee")....Indemnification Agreement • October 29th, 1998 • CMG Information Services Inc • Services-direct mail advertising services • Delaware
STOCK PURCHASE AGREEMENT ------------------------ THIS STOCK PURCHASE AGREEMENT, dated as of June 19, 2000, is made and entered into by and among Engage, Inc., a Delaware corporation (the "Company"), CMGI, Inc., a Delaware corporation ("CMGI"), and...Stock Purchase Agreement • July 6th, 2000 • Cmgi Inc • Services-direct mail advertising services • Delaware
Exhibit 10.2 SCHEDULE to the Master AgreementMaster Agreement • March 17th, 1998 • CMG Information Services Inc • Services-direct mail advertising services • New York
EXHIBIT 10.6 LONG LANE MASTER TRUST LONG LANE FLOATING RATE TRUST CERTIFICATES PURCHASE AGREEMENT ------------------ January 15, 1999Purchase Agreement • March 17th, 1999 • Cmgi Inc • Services-direct mail advertising services • New York
Exhibit 10.4 CONSENT AND SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS CONSENT AND SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of October 30, 2002, is entered into among SALESLINK CORPORATION, a Delaware...Loan and Security Agreement • December 16th, 2002 • Cmgi Inc • Services-direct mail advertising services • Illinois
EXHIBIT 10.38 LEASE PARTICULARS 1. Date : 14 March 2000 2. Parties 2.1 Landlord BRITEL FUND TRUSTEES LIMITED (Company number: 1687153) whose registered office is at Standon House 21 Mansell Street London E1 8AA 2.2 Tenant : CMGI (UK) LIMITED (Company...Cmgi Inc • October 31st, 2000 • Services-direct mail advertising services
EXHIBIT 99.1 ------------ CMG INFORMATION SERVICES, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • December 29th, 1997 • CMG Information Services Inc • Services-direct mail advertising services • Delaware
Exhibit 10.3 ------------ SECOND AMENDED AND RESTATED TERM NOTE ------------------------------------- $5,606,383.01 as of March 16, 1999 FOR VALUE RECEIVED, the undersigned SALESLINK.COM CORPORATION, a Delaware corporation ("SalesLink"), INSOLUTIONS...Cmgi Inc • June 14th, 1999 • Services-direct mail advertising services
EXHIBIT 99.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of December 21, 1998, by and among CMGI, Inc., a Delaware corporation, with headquarters located at 100 Brickstone Square, Andover, MA 01810...Securities Purchase Agreement • January 7th, 1999 • CMG Information Services Inc • Services-direct mail advertising services • Delaware
Exhibit 2 --------- STOCKHOLDER AGREEMENT --------------------- STOCKHOLDER AGREEMENT, dated as of February 9, 2000 (this "Agreement"), among the stockholders listed on the signature pages hereto (collectively, "Stockholders" and each individually, a...Stockholder Agreement • February 23rd, 2000 • Cmgi Inc • Services-direct mail advertising services • Delaware
EXHIBIT 10.4 LOAN AND SECURITY AGREEMENT DATED AS OF OCTOBER 30, 2001 BY AND AMONG SALESLINK CORPORATION, INSOLUTIONS INCORPORATED, ON-DEMAND SOLUTIONS, INC., PACIFIC DIRECT MARKETING CORP. AND SALESLINK MEXICO HOLDING CORP., AS BORROWERS,Loan and Security Agreement • December 17th, 2001 • Cmgi Inc • Services-direct mail advertising services • Illinois
RecitalsLease • October 31st, 2000 • Cmgi Inc • Services-direct mail advertising services
and CMGI, Inc.Share Exchange Agreement • December 15th, 1999 • Cmgi Inc • Services-direct mail advertising services • Delaware
EXHIBIT 10.62 AMENDED AND RESTATED STOCK PLEDGE AGREEMENT ------------------------------------------- This AMENDED AND RESTATED STOCK PLEDGE AGREEMENT is made as of June 11, 1998, by and between SalesLink Corporation, a Delaware corporation (the...Stock Pledge Agreement • October 29th, 1998 • CMG Information Services Inc • Services-direct mail advertising services • Massachusetts
Exhibit 10.37 LEASE PARTICULARSCmgi Inc • October 31st, 2000 • Services-direct mail advertising services
CMGI, INC.Employment Agreement • October 29th, 2001 • Cmgi Inc • Services-direct mail advertising services
A. The Company and the Buyers are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Rule 506 under Regulation D ("Regulation D") as promulgated by the United States ------------ Securities...Securities Purchase Agreement • July 7th, 1999 • Cmgi Inc • Services-direct mail advertising services • Delaware
CMGI, INC.,Agreement and Plan of Merger • October 8th, 1999 • Cmgi Inc • Services-direct mail advertising services • Delaware
ARTICLE I DEFINITIONSLimited Liability Company Agreement • October 29th, 2002 • Cmgi Inc • Services-direct mail advertising services • Delaware
EXHIBIT 10.43 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this "Amendment") is made this 24th day of May, 2002 by and between ARASTRADERO PROPERTY, a California general partnership ("Landlord") and ALTAVISTA COMPANY, a Delaware corporation...Lease • October 29th, 2002 • Cmgi Inc • Services-direct mail advertising services
