REGISTRATION RIGHTS AGREEMENT by and among PANDORA MEDIA, INC. and EACH OF THE INVESTORS LISTED ON THE SIGNATURE PAGES HERETO Dated as of June 9, 2017Registration Rights Agreement • June 14th, 2017 • Pandora Media, Inc. • Radio broadcasting stations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of June 9, 2017, by and among Pandora Media, Inc., a Delaware corporation (the “Company”), and each of the investors listed on the signature pages hereto (collectively, together with their respective successors and assigns, the “Purchasers” and each, a “Purchaser”). Capitalized terms used but not defined elsewhere herein are defined in Exhibit A. The Purchasers and any other party that may become a party hereto pursuant to Section 4.1 are referred to collectively as the “Investors” and individually each as an “Investor”.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • June 14th, 2017 • Pandora Media, Inc. • Radio broadcasting stations • California
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June 9, 2017 (the “Agreement Date”), by and among Eventbrite, Inc., a Delaware corporation (“Buyer”), and Pandora Media, Inc., a Delaware corporation (“Seller”) and Ticketfly, LLC, a Delaware limited liability company (the “Company”). Certain other capitalized terms used herein are defined in Exhibit A.
FIRST AMENDMENT TO INVESTMENT AGREEMENTInvestment Agreement • June 14th, 2017 • Pandora Media, Inc. • Radio broadcasting stations • New York
THIS FIRST AMENDMENT TO INVESTMENT AGREEMENT (this “Amendment”) is entered into as of June 8, 2017, by and among Pandora Media, Inc., a Delaware corporation (the “Company”), and KKR Classic Investors L.P. (formerly known as KKR Classic Investors LLC) (the “Lead Purchasers”).
INVESTMENT AGREEMENT by and between PANDORA MEDIA, INC., and SIRIUS XM RADIO INC. Dated as of June 9, 2017Investment Agreement • June 14th, 2017 • Pandora Media, Inc. • Radio broadcasting stations • New York
INVESTMENT AGREEMENT, dated as of June 9, 2017 (this “Agreement”), by and between Pandora Media, Inc., a Delaware corporation (the “Company”), and Sirius XM Radio Inc., a Delaware corporation (the “Purchaser”).
