FORM OF INDEMNIFICATION AGREEMENT (Delaware corporation)Form of Indemnification Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • Delaware
This Indemnification Agreement (this “Agreement”), made and entered into as of the day of , 2010, by and between Pandora Media, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).
PANDORA MEDIA, INC. BRIDGE BANK, NATIONAL ASSOCIATION AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • California
This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is entered into as of September 10, 2009, by and between BRIDGE BANK, NATIONAL ASSOCIATION (“Bank”) and PANDORA MEDIA, INC. (“Borrower”).
February 23, 2010 Steve Cakebread Re: Employment Terms Dear Steve:Pandora Media, Inc. • February 22nd, 2011 • Radio broadcasting stations • California
On behalf of Pandora Media, Inc. (the “Company”), we are pleased to offer you the position of Chief Financial Officer, reporting to Joe Kennedy, Chief Executive Officer. This letter agreement sets forth the terms and conditions of your employment with the Company (“Agreement”). Please understand that this offer, if not accepted, will expire on March 2, 2010.
November 12, 2004 Tom Conrad Dear Tom:Pandora Media, Inc. • February 22nd, 2011 • Radio broadcasting stations
On behalf of Savage Beast Technologies Incorporated (the “Company”), I am pleased to offer you continued employment as Vice President of Engineering of the Company on the terms set forth herein. This agreement amends and restates, in its entirety, your offer letter dated June 18, 2004.
SECOND AMENDMENT TO LEASE (Pandora)Lease • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations
THIS SECOND AMENDMENT TO LEASE (this “Amendment”) is entered into as of June 16, 2010 by and between CIM/OAKLAND CENTER 21, LP, a Delaware limited partnership (“Landlord”), and PANDORA MEDIA, INC., a California corporation (“Tenant”) with reference to the following facts:
EMPLOYMENT AGREEMENTEmployment Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations
This Employment Agreement (“Agreement”) is made and entered into effective as of April 28, 2004 (“Effective Date”), by and between Tim Westergren (“Executive”) and Savage Beast Technologies Incorporated, a California corporation (the “Company”) (collectively the “Parties”).
SESAC Internet Performance License for PandoraLicense Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • New York
This License Agreement, including any attached Schedules (the “Agreement”) is made in New York by and between SESAC, Inc. (“SESAC”), a New York Corporation, with offices at 55 Music Square East, Nashville, TN 37203, and Pandora Media, Inc. (“LICENSEE”) a California Corporation with offices at 360 22nd Street, Suite 440, Oakland, CA 94612. (LICENSEE’S current telephone number is (510) 451-4100, current fax number is (510) 451-4286 and the current email contact is jkennedy@pandora.com.)
PANDORA MEDIA, INC. FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • California
This Fifth Amended and Restated Investor Rights Agreement (the “Agreement”) is entered into as of May 20, 2010, by and among Pandora Media, Inc., a California corporation (the “Company”), and the holders of the Company’s Series A Preferred Stock, par value of $0.0001 per share (“Series A Stock”), Series B Preferred Stock, par value of $0.0001 per share (“Series B Stock”), Series C Preferred Stock, par value of $0.0001 per share (“Series C Stock”), Series D Preferred Stock, par value of $0.0001 per share (“Series D Stock”), Series E Preferred Stock, par value of $0.0001 per share (“Series E Stock”), Series F Preferred Stock, par value of $0.0001 per share (“Series F Stock”), and Series G Preferred Stock, par value of $0.0001 per share (“Series G Stock”) set forth on Exhibit A hereto (collectively, the “Investors”), and Will Glaser, Tim Westergren, Joe Kennedy and Jon Kraft (each of whom is herein referred to as a “Founder”). Capitalized terms not otherwise defined herein shall have the
CENTER 21 OFFICE LEASECenter 21 Office Lease • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • California
These Rules and Regulations are in addition to the terms, covenants, agreements and conditions of any lease of space in the Project. In the event these Rules and Regulations conflict with any provision of the Lease, the Lease shall control. Landlord reserves the right to modify and make such other and reasonable Rules and Regulations as, in its judgment, may from time to time be needed for safety and security, for care and cleanliness of the Project and for the preservation of good order therein. Tenant agrees to abide by all such Rules and Regulations hereinabove stated and any additional rules and regulations which are adopted. Tenant shall be responsible for the observance of all the foregoing Rules and Regulations by Tenant’s employees, agents, clients, customers, invitees and guests. Landlord may waive any one or more of these Rules and Regulations for the benefit of Tenant or any other occupant of the Project, but no such waiver by Landlord shall be construed as a waiver of such
FIRST AMENDMENT TO LEASELease • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations
THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is entered into as of April 13, 2010 by and between CIM/OAKLAND CENTER 21, LP, a Delaware limited partnership (“Landlord”), and PANDORA MEDIA, INC., a California corporation (“Tenant”) with reference to the following facts:
BMI® http://www.bmi.com WEB SITE MUSIC PERFORMANCE AGREEMENTMusic Performance Agreement • February 22nd, 2011 • Pandora Media, Inc. • Radio broadcasting stations • New York
AGREEMENT, made on June 30, 2005, by and between BROADCAST MUSIC, INC. (“BMI” or “we”), a New York corporation with its principal offices at 320 West 57th Street, New York, New York 10019 and SAVAGE BEAST TECHNOLOGIES, INC. (“LICENSEE” or “you”), a California (State)
February 19, 2010 Delida Costin Dear Delida:Pandora Media, Inc. • February 22nd, 2011 • Radio broadcasting stations
On behalf of Pandora Media, Inc. (the “Company”), we are pleased to offer you the position of Vice President and General Counsel, reporting to Joe Kennedy. This letter agreement sets forth the terms and conditions of your employment with the Company (“Agreement”). Please understand that this offer, if not accepted, will expire on February 25, 2010.
