VERITONE, INC. STOCK ISSUANCE AGREEMENTStock Issuance Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • Delaware
AGREEMENT made as of this day of , 20 by and between Veritone, Inc., a Delaware corporation, and , Participant in the Corporation’s 2014 Stock Option/Stock Issuance Plan.
CONSULTING AGREEMENTConsulting Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
This Consulting Agreement (this “Agreement”) is made and entered into as of the 2nd day of September, 2016 by and between Veritone, Inc., a Delaware corporation (“Company”) and John M. Markovich, an independent contractor (“Consultant”) with respect to Consultant’s engagement by Company as provided herein (each a “Party”and collectively, the “Parties”). In consideration of the terms and conditions set forth below, Company and Consultant agree as follows:
JOINDER AGREEMENTVoting Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
This Joinder Agreement (this “Agreement”) is made and entered into among Veritone, Inc., a Delaware corporation (the “Company”), BV16, LLC, a Delaware limited liability company (the “SPIV”) and NCI Investments, LLC, a Delaware limited liability company (“NCI”). In connection with the issuance of shares of the Company’s Common Stock by the Company to NCI and the transfer of shares of the Company’s Common Stock by NCI to the SPIV, the parties hereto agree as follows:
STOCK ISSUANCE AGREEMENTStock Issuance Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
This STOCK ISSUANCE AGREEMENT (this “Agreement”) is made on April 5, 2016 by and between Veritone, Inc., a Delaware corporation (the “Company”), and NCI Investments, LLC, a Delaware limited liability company (the “Investor”).
PRIMARY COMMON STOCK PURCHASE WARRANT VERITONE, INC.Investment Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Veritone, Inc., a Delaware corporation (the “Company”), hereby grants to Acacia Research Corporation, a Delaware Corporation (the “Holder”), subject to the terms and conditions set forth herein, the right to purchase up to a number of shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) equal to the quotient that results from dividing the Warrant Amount by the then applicable Exercise Price (as defined in Section 3(b)) (the “Warrant Shares”). The “Warrant Amount” means Fifty Million Dollars ($50,000,000) less all Convertible Amount(s) (i) then outstanding under the Secured Promissory Note (as defined below), (ii) repaid by the Company at any time following a Next Equity Financing, or (iii) previously converted into Conversion Shares as of the time of any Exercise, as adjusted from to time to time pursuant to the terms and conditions hereof. At the time of any exerci
CONFIDENTIAL SETTLEMENT AND INDEMNIFICATION AGREEMENTConfidential Settlement and Indemnification Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
THIS CONFIDENTIAL SETTLEMENT AND INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of March 28, 2016, is entered into by and among Veritone, Inc., a Delaware corporation (the “Company”), Chad Steelberg, an individual, Ryan Steelberg, an individual, NCI Investments, LLC (“NCI”) and 125 Media Holdings, L.L.C. (“125 Media”). Chad Steelberg and Ryan Steelberg are collectively referred to herein as the “Founders” and individually as a “Founder.”
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
This Investor Rights Agreement (the “Agreement”) is made as of July 15, 2014 among Veritone, Inc., a Delaware corporation (the “Company”), and certain existing stockholders of the Company and the other persons and entities listed on Exhibit A hereto (individually an “Investor” and collectively the “Investors”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 15th, 2017 • Veritone, Inc. • Services-computer processing & data preparation • California
This Asset Purchase Agreement (“Agreement”) is made, and executed and entered into as of April 22, 2015 (the “Execution Date”), by and among Brand Affinity Technologies, Inc., debtor and debtor in possession (“Seller”), and Veritone, Inc., a Delaware corporation (“Buyer”) (each a “Party” and, collectively, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Appendix attached hereto (which appendix is incorporated herein by this reference).
