SHARE ACQUISITION AGREEMENT RELATING TO THE ACQUISITION OF THE CAPITAL STOCK OFShare Acquisition Agreement • January 12th, 2004 • 24/7 Real Media Inc • Services-advertising • New York
THIS SHARE ACQUISITION AGREEMENT is made as of December 16, 2003 by and between 24/7 REAL MEDIA, INC., a Delaware corporation (“Buyer”) (through its wholly owned subsidiary Real Media, Inc., a Delaware corporation), REAL MEDIA KOREA CO., LTD., a corporation formed under the laws of the Republic of Korea (the “Company”) and the shareholders of the Company named on the signature page hereto (collectively, the “Selling Shareholders”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2004 • 24/7 Real Media Inc • Services-advertising • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 6, 2004, by and among 24/7 Real Media, Inc., a Delaware corporation, with headquarters located at 1250 Broadway, 27th Floor, New York, New York 10001 (the “Company”), and the investors listed on the Schedule of Selling Shareholders attached hereto (each, a “Selling Shareholder” and collectively, the “Selling Shareholders”).
ESCROW AGREEMENTEscrow Agreement • January 12th, 2004 • 24/7 Real Media Inc • Services-advertising • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of January 6, 2004, by and among 24/7 Real Media, Inc. a Delaware corporation (“Buyer”), the Selling Shareholders named on the signature page hereto (each a “Selling Shareholder” and, collectively, the “Selling Shareholders”), and The Bank of New York, a New York banking institution (the “Escrow Agent”). Buyer and the Selling Shareholders are sometimes collectively referred to herein as the “Parties” and individually as a “Party.” Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Purchase Agreement (as defined below).
