INVESTOR RIGHTS AGREEMENT BY AND AMONG RENTRAK CORPORATION, COMPETITIVE MEDIA REPORTING, LLC AND WPP LUXEMBOURG GAMMA THREE S.À R.L. Dated as of October 8, 2014Investor Rights Agreement • October 14th, 2014 • Rentrak Corp • Services-business services, nec • New York
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of October 8, 2014, by and among Rentrak Corporation, an Oregon corporation (the “Company”), Competitive Media Reporting, LLC, a Delaware limited liability company (“CMR”) and WPP Luxembourg Gamma Three S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated under the laws of the Grand Duchy of Luxembourg (“WPP Luxembourg”; together with CMR, the “Investor”). Capitalized terms used but not defined in Section 1.1 of this Agreement have the same meanings given such terms in the Stock Purchase Agreement between the Company and WPP Luxembourg, entered into as of the date hereof (the “Purchase Agreement”). Unless otherwise indicated, references to articles and sections shall be to articles and sections of this Agreement.
ASSET PURCHASE AGREEMENT by and between RENTRAK CORPORATION and COMPETITIVE MEDIA REPORTING, LLC Dated as of October 8, 2014Asset Purchase Agreement • October 14th, 2014 • Rentrak Corp • Services-business services, nec • New York
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of October 8, 2014, by and between Rentrak Corporation, an Oregon corporation (“Buyer”), and Competitive Media Reporting, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in Annex A attached hereto.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • October 14th, 2014 • Rentrak Corp • Services-business services, nec • Oregon
This Amendment No. 1, dated October 8, 2014 (this “Amendment No. 1”), to the Rights Agreement, dated as of May 18, 2005 (the “Rights Agreement”), is entered into by and between Rentrak Corporation, an Oregon corporation (the “Company”), and Computershare Trust Company, N.A., successor rights agent to U.S. Stock Transfer Corporation, as Rights Agent (the “Rights Agent”). Capitalized terms used in this Amendment No. 1 that are not otherwise herein defined shall have the same meaning as set forth in the Rights Agreement.
