You are here: Agreements > Waiver Agreement > TERMINATION AND WAIVER

Try our advanced search >>
CLAUSES Search Contract Clauses >>
Browse Contract Clause Library>>

Termination And Waiver

Waiver Agreement

Legal Documents
You are currently viewing:

 This Waiver Agreement involves

INFOSPACE INC | InfoSpace, Inc | Parent, Mercantila Acquisition, LLC | Zoo Stores, Inc

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.

Governing Law: Washington     Date: 6/28/2011
Industry: Computer Services     Sector: Technology

join now
50 of the Top 250 law firms use our Products every day

Exhibit 10.1


THIS TERMINATION AND WAIVER (this “ Waiver ”) is executed and delivered this 22nd day of June, 2011 by the undersigned to InfoSpace, Inc., a Delaware corporation (the “ Parent ”), and its affiliates, successors, and assigns, in connection with the transactions contemplated under the LLC Interest Purchase Agreement (the “ Purchase Agreement ”) dated as of June 10, 2011 by and among the Parent, Mercantila Acquisition, LLC, a Delaware limited liability company (“ Company ”), and Zoo Stores, Inc., a Delaware corporation (“ Buyer ”).

WHEREAS, the undersigned, Parent, and its affiliates, successors, and assigns, are parties to that certain Employment Agreement effective as of May 10, 2010, as amended August 4, 2010 (the “ Employment Agreement ”);

WHEREAS, pursuant to the Purchase Agreement, Buyer has agreed to purchase all of the outstanding membership interests of Company held by Parent;

WHEREAS, Section 4.2(i) of the Purchase Agreement requires, as a condition to Parent’s obligation to consummate the transactions contemplated by the Purchase Agreement, that the undersigned executes and delivers this Waiver;

WHEREAS, the undersigned’s execution and delivery of this Waiver is a material inducement for Parent to enter into the Purchase Agreement and consummate the transactions contemplated thereby; and

WHEREAS, in accordance with the terms of the Purchase Agreement, the undersigned will voluntarily terminate his employment with Parent effective as of the closing of the transactions contemplated by the Purchase Agreement (the “ Closing ”);

WHEREAS, capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Purchase Agreement;

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged:

1. Termination of Employment Agreement . Subject to and effective as of the Closing, the undersigned’s employment with Parent will terminate voluntarily and not for Good Reason, and the undersigned agrees that the Employment Agreement is hereby terminated, of no further force and effect; provided, however , that the provisions included in Sec

continue to document