0001047469-11-008854 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT

Indemnification Agreement • November 1st, 2011 • Groupon, Inc. • Services-advertising agencies • Delaware

• Contract Type
  Indemnification Agreement
• Filed
  November 1st, 2011
• Company
  Groupon, Inc.
• Industry
  Services-advertising agencies
• Jurisdiction
  Delaware

This Indemnification Agreement (“Agreement”) is made effective as of this day of , 2011 by and between Groupon, Inc., a Delaware corporation (the “Company”), and the undersigned officer, director or employee of the Company (“Indemnitee”).

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER

Agreement and Plan of Merger • November 1st, 2011 • Groupon, Inc. • Services-advertising agencies • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  November 1st, 2011
• Company
  Groupon, Inc.
• Industry
  Services-advertising agencies
• Jurisdiction
  Delaware

This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) has been entered into as of September 22, 2011, by and between Groupon, Inc., a Delaware corporation (the “Company”), and Mihir Shah, as the Stockholders’ Representative on behalf of all of the Stockholders (as defined in the Merger Agreement).