FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 7th, 2008 • Gomez Inc • Massachusetts
This FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT is made as of September 30, 2003 by and among (i) Gomez, Inc., a Delaware corporation (the “Company”), (ii) the Initial Stockholders (as defined below), and (iv) the holders of Preferred Stock (as defined below) listed on Exhibit B hereto and certain other persons or entities that become parties to this Agreement after the date hereof in accordance with Section 8.17 hereof (collectively, the “Preferred Stockholders” and each individually, a “Preferred Stockholder”. The Initial Stockholders and the Preferred Stockholders are collectively referred to herein as the “Investors” and each individually as an “Investor.”
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omission. Rackspace Managed Hosting Master Services AgreementIntensive Service Level Agreement • May 7th, 2008 • Gomez Inc • New York
This Master Services Agreement is between Rackspace, Ltd., a Texas limited partnership d/b/a Rackspace Managed Hosting (“Rackspace”) and Gomez, Inc., a Delaware Corporation (“Customer”) and is effective on the March 30, 2007 (the “Effective Date”).
INCENTIVE STOCK OPTION AGREEMENT TERMS AND CONDITIONS (v. MAY 1, 2001) GOMEZ, INC. (THE “COMPANY”)Incentive Stock Option Agreement • May 7th, 2008 • Gomez Inc • Delaware
OFFICE LEASE AGREEMENT BETWEEN NORMANDY LEXINGTON ACQUISITION, LLC, a Delaware limited liability company (“LANDLORD”) AND GOMEZ, INC., a Delaware corporation (“TENANT”)Office Lease Agreement • May 7th, 2008 • Gomez Inc
warranty of Landlord as to the adequacy or sufficiency of such drawings, plans and specifications or the construction to which they relate, for any use, purpose, or condition.
Gomez, Inc. Nonstatutory Stock Option Agreement Granted Under 2008 Stock Incentive PlanGomez Inc • May 7th, 2008
FIRST AMENDMENTFirst Amendment • May 7th, 2008 • Gomez Inc
THIS FIRST AMENDMENT (the “Amendment”) is made and entered into effective as of February 22, 2008 (the “Effective Date”) by and between NORMANDY LEXINGTON ACQUISITION, LLC, a Delaware limited liability company (“Landlord”) and GOMEZ, INC., a Delaware corporation (“Tenant”). All capitalized terms not defined in this Amendment have the respective meaning as set forth in the Original Lease.
Gomez, Inc. 420 Bedford Street Lexington, Massachusetts 02420 Attention: Richard M. Darer Re: Lease at 10 Maguire Road, Lexington, Massachusetts — Target Commencement Date Dear Mr. Darer:Gomez Inc • May 7th, 2008
Reference is made to that certain Office Lease Agreement dated December 11, 2006 (the “Lease”) by and between Normandy Lexington Acquisition, LLC (“Landlord”) and Gomez, Inc. (“Tenant”) for certain space in the building located in “building 3” at 10 Maguire Road, Lexington, Massachusetts (the “Premises”). The purpose of this letter (this “Letter Agreement”) is to confirm our understanding regarding the extension of the “Target Commencement Date” as defined in Section 3.1 of the Lease.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 7th, 2008 • Gomez Inc • Delaware
This Agreement is made as of [ ] 200[_], by and between Gomez, Inc., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”), a director or officer of the Company.
Gomez, Inc. Incentive Stock Option Agreement Granted Under 2008 Stock Incentive PlanIncentive Stock Option Agreement • May 7th, 2008 • Gomez Inc
Gomez, Inc. Incentive Stock Option Grant Notice And AgreementIncentive Stock Option Agreement • May 7th, 2008 • Gomez Inc • Delaware
By your signature and the signature of the Company’s representative below, you and the Company agree that this option is granted under and governed by the terms and conditions of the Gomez, Inc. 2005 Stock Incentive Plan and the Incentive Stock Option Agreement which is attached to and made a part of this document.
Internap Master Services AgreementInternap Master Services Agreement • May 7th, 2008 • Gomez Inc • Delaware
This Internap Master Services Agreement (the “Agreement”) is entered into by and between Gomez, Inc., a Delaware corporation with its principal place of business at 610 Lincoln Street, Waltham, MA (“Customer”) and Internap Network Services Corporation, including its affiliates and subsidiaries, a Delaware corporation with its principal place of business at 250 Williams Street, Suite E-100, Atlanta, GA 30303 (“Internap”), with an Effective Date of October 14, 2003 (“Effective Date”). In addition to the terms and conditions of this Agreement, the following attached documents are deemed part of this Agreement, in addition to any other attachments agreed to and executed by the Parties incorporating the terms set forth herein: Sales Order Form (including all such forms executed hereafter by Customer for Services (defined below) under this Agreement (together, the “Sales Order Form”)) — Attachment A: applicable Service Level Agreement — Attachment B, Both Internap and Customer are referred t
Contract ID: Billing Code: Segment: 545035-01 01/02/03/03C Corporate West Account Manager: David H. ZuanelliService Agreement • May 7th, 2008 • Gomez Inc
Gomez, Inc. Restricted Stock AgreementRestricted Stock Agreement • May 7th, 2008 • Gomez Inc • Delaware
Gomez, Inc. has selected you to receive the restricted stock award described above, which is subject to the provisions of the Gomez, Inc. 2008 Stock Incentive Plan and the terms and conditions contained in this Restricted Stock Agreement. Please confirm your acceptance of this restricted stock award and of the terms and conditions of this Agreement by signing a copy of this Agreement where indicated below.
