EXHIBIT A

AGREEMENT

JOINT FILING OF SCHEDULE 13G

The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13G and any future amendments thereto (including amendments on Schedule 13D) reporting each of the undersigned’s ownership of securities of The Rubicon Project, Inc., and hereby affirm that such Schedule 13G is being filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.  The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date:  February 11, 2016	40 NORTH MANAGEMENT LLC
	By:	/s/ David S. Winter
		David S. Winter
		Principal
	By:	/s/ David J. Millstone
		David J. Millstone
		Principal
Date:  February 11, 2016	40 NORTH LATITUDE FUND LP
	By 40 North GP III LLC, its General Partner
	By:	/s/ David S. Winter
		David S. Winter
		Principal
	By:	/s/ David J. Millstone
		David J. Millstone
		Principal
Date:  February 11, 2016	40 NORTH LATITUDE MASTER FUND LTD.
	By:	/s/ David S. Winter
		David S. Winter
		Director
	By:	/s/ David J. Millstone
		David J. Millstone
		Director
Date:  February 11, 2016	40 NORTH GP III LLC
	By:	/s/ David S. Winter
		David S. Winter
		Principal
	By:	/s/ David J. Millstone
		David J. Millstone
		Principal

Continued on following page

Date:  February 11, 2016	DAVID S. WINTER
	By:	/s/ David S. Winter
Date:  February 11, 2016	DAVID J. MILLSTONE
	By:	/s/ David J. Millstone