Shares CARE.COM COMMON STOCK $0.001 Par Value Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • January 10th, 2014 • Care.com Inc • Services-personal services • New York
CARE.COM, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 12th, 2013 • Care.com Inc • Services-personal services • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of , 20 by and between Care.com, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • December 23rd, 2019 • Care.com Inc • Services-personal services • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of December 20, 2019 (this “Agreement”), is made by and among IAC/InterActiveCorp, a Delaware corporation (“Parent”), Buzz Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Care.com, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement.
EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • February 7th, 2020 • Care.com Inc • Services-personal services • Massachusetts
This Executive Severance Agreement (“Agreement”) is made effective as of February 7, 2020 (“Effective Date”), by and between Care.com, Inc. (the “Company”) and Michael Goss (“Executive”). This Agreement shall terminate automatically in the event of the termination of the Merger Agreement (as defined below) prior to the consummation of the transactions contemplated thereunder.
Care.com, Inc. Incentive Stock Option Agreement Granted Under 2006 Stock Incentive PlanIncentive Stock Option Agreement • December 12th, 2013 • Care.com Inc • Services-personal services
FORM OF] SUPPORT AGREEMENTSupport Agreement • December 23rd, 2019 • Care.com Inc • Services-personal services • Delaware
This SUPPORT AGREEMENT, dated as of December 20, 2019 (this “Agreement”), is made and entered into by and among IAC/InterActiveCorp, a Delaware corporation (“Parent”), Buzz Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and [_________], a Care.com, Inc. Stockholder (together with certain of its affiliates, the “Stockholders” and, together with Parent and Merger Sub, the “Parties”).
EQUITY PURCHASE AGREEMENT BY AND AMONG CARE.COM, INC., BREEDLOVE & ASSOCIATES, L.L.C. AND STEPHANIE BREEDLOVE AND WILLIAM BREEDLOVE AUGUST 3, 2012Equity Purchase Agreement • December 12th, 2013 • Care.com Inc • Services-personal services • Massachusetts
This EQUITY PURCHASE AGREEMENT (this “Agreement”) is made as of August 3, 2012, by and among Care.com, Inc., a Delaware corporation (“Care.com”), Breedlove & Associates, L.L.C., a Texas limited liability company (the “Company”), and Stephanie Breedlove and William Breedlove (together, the “Equityholders”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XII below.
CARE.COM, INC. SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 3, 2012Investors’ Rights Agreement • December 12th, 2013 • Care.com Inc • Services-personal services • Delaware
THIS SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of the 3rd day of August, 2012, by and among Care.com, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
ContractPreferred Stock Purchase Warrant • December 12th, 2013 • Care.com Inc • Services-personal services • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 10th, 2017 • Care.com Inc • Services-personal services • New York
This INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of June 29, 2016, is by and between Care.com, Inc., a Delaware corporation (the “Company”), and Google Capital 2016, L.P., a Delaware limited partnership (the “Purchaser”). The Purchaser and any other Person who may become a party hereto pursuant to Section 11(c) are referred to individually as a “Shareholder” and collectively as the “Shareholders”.
Care.com, Inc. Nonstatutory Stock Option Agreement Granted Under 2006 Stock Incentive PlanNonstatutory Stock Option Agreement • December 12th, 2013 • Care.com Inc • Services-personal services
Re: Retention Bonus Award AgreementRetention Bonus Award Agreement • February 7th, 2020 • Care.com Inc • Services-personal services • Massachusetts
As you are aware, Care.com, Inc. (the “Company”) has entered into that certain Agreement and Plan of Merger (the “Merger Agreement”), dated December 20, 2019, with IAC/InterActiveCorp (“IAC”), pursuant to which the Company will become a wholly owned subsidiary of IAC (the consummation of the transactions contemplated by the Merger Agreement, the “Closing”). In connection with the anticipated transaction with IAC, the Company is pleased to inform you that you are eligible to receive a cash retention award (the “Retention Bonus”) pursuant to the terms set forth in this letter agreement (the “Award Agreement”).
ContractCommon Stock Purchase Warrant • December 12th, 2013 • Care.com Inc • Services-personal services • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
201 JONES ROAD WALTHAM, MASSACHUSETTS WALTHAM WESTON CORPORATE CENTER Lease Dated March 9, 2011Lease Agreement • December 12th, 2013 • Care.com Inc • Services-personal services • Maine
INVESTMENT AGREEMENT dated as of June 29, 2016 between Care.com, Inc. and Google Capital 2016, L.P.Investment Agreement • June 29th, 2016 • Care.com Inc • Services-personal services • Delaware
INVESTMENT AGREEMENT, dated as of June 29, 2016 (this “Agreement”), between Care.com, Inc., a Delaware corporation (the “Company”), and Google Capital 2016, L.P., a Delaware limited partnership (the “Purchaser”).
THIRD AMENDMENT TO LEASELease • August 4th, 2014 • Care.com Inc • Services-personal services
THIRD AMENDMENT TO LEASE dated as of this 28th day of July, 2014 (the "Amendment"), by and between STONY BROOK ASSOCIATES LLC, a Delaware limited liability company ("Landlord") and CARE.COM, INC., a Delaware corporation ("Tenant").
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • June 29th, 2016 • Care.com Inc • Services-personal services • Delaware
This Stock Repurchase Agreement (this “Agreement”) is made and entered into as of June 27, 2016, by and among Care.com, Inc., a Delaware corporation (the “Company”), Matrix Partners VII, L.P. and Weston & Co. VII LLC, as Nominee (each a “Seller” and together the “Sellers”).
Re: Severance AgreementSeverance Agreement • February 3rd, 2020 • Care.com Inc • Services-personal services • Massachusetts
As you are aware, Care.com, Inc. (the “Company”) has entered into that certain Agreement and Plan of Merger (the “Merger Agreement”), dated December 20, 2019, with IAC/InterActiveCorp (“IAC”), pursuant to which the Company will become a wholly owned subsidiary of IAC (the consummation of the transactions contemplated by the Merger Agreement, the “Closing”). You and the Company are parties to an Executive Severance Agreement (the “Severance Agreement”), dated July 19, 2017, and a Transition Agreement (the “Transition Agreement” and, together with the Severance Agreement, the “Existing Agreements”), dated August 6, 2019. As IAC and the Company move toward the Closing, the Company desires to set forth and clarify the effectiveness and obligations under the Existing Agreements as well as offer you certain benefits, the terms of which are contained in this letter agreement (the “Letter Agreement”):
AGREEMENT OF SUBLEASE betweenSublease Agreement • August 4th, 2014 • Care.com Inc • Services-personal services • Massachusetts
Lease Dated July 28, 2014Lease Agreement • August 4th, 2014 • Care.com Inc • Services-personal services • Massachusetts
THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in a certain building (the "Building") known as, and with an address at, 77 CityPoint, Waltham, Massachusetts 02451.
AGREEMENTAgreement • March 17th, 2016 • Care.com Inc • Services-personal services • Delaware
This Agreement is made as of March 11, 2016 (this “Agreement”) between Care.com, Inc., a Delaware corporation (the “Company”), and each of the parties listed on Exhibit A hereto (collectively, “Tenzing Global”). The Company and Tenzing Global are referred to herein as the “Parties.” Certain capitalized terms used in this Agreement have the meanings ascribed to them in Section 3(b) below.
Re: Retention Bonus Award AgreementRetention Bonus Award Agreement • January 13th, 2020 • Care.com Inc • Services-personal services • Massachusetts
As you are aware, Care.com, Inc. (the “Company”) has entered into that certain Agreement and Plan of Merger (the “Merger Agreement”), dated December 20, 2019, with IAC/InterActiveCorp (“IAC”), pursuant to which the Company will become a wholly owned subsidiary of IAC (the consummation of the transactions contemplated by the Merger Agreement, the “Closing”). In connection with the anticipated transaction with IAC, the Company is pleased to inform you that you are eligible to receive a cash retention award (the “Retention Bonus”) pursuant to the terms set forth in this letter agreement (the “Award Agreement”).
CZEN, INC.Benefits Agreement • December 12th, 2013 • Care.com Inc • Services-personal services
This letter sets forth the agreement between CZen, Inc. (the “Company”) and you concerning certain benefits to which you will be entitled in the event of your death or disability.
SUBLEASE BETWEENSublease Agreement • August 4th, 2014 • Care.com Inc • Services-personal services • Massachusetts
THIS SUBLEASE ("Sublease") is entered into as of July _2.L, 2014 (the "Effective Date"), by and between ORACLE AMERICA, INC., a Delaware corporation ("Sublandlord") and CARE.COM, INC., a Delaware corporation ("Subtenant"), with reference to the following facts:
CZEN, INC.Death and Disability Benefits Agreement • September 13th, 2013 • Care.com Inc • Services-business services, nec
This letter sets forth the agreement between CZen, Inc. (the “Company”) and you concerning certain benefits to which you will be entitled in the event of your death or disability.
TRANSITION AGREEMENTTransition Agreement • August 6th, 2019 • Care.com Inc • Services-personal services • Massachusetts
This TRANSITION AGREEMENT (“Transition Agreement”) is made effective as of this 6th day of August, 2019 (the “Effective Date”) by and between Care.com, Inc. (the “Company”) and Sheila Lirio Marcelo (“Executive”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG CARE.COM, INC., MANGO MERGER SUB, INC.,Merger Agreement • July 17th, 2014 • Care.com Inc • Services-personal services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 14, 2014, is entered into by and among Citrus Lane, Inc., a Delaware corporation (the “Company”), Care.com, Inc., a Delaware corporation (“Parent”), Mango Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Fortis Advisors LLC, a Delaware limited liability company, as the Stockholder Representative.
