0001193125-04-056353 Sample Contracts

ADVERTISING.COM, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 2nd, 2004 • Advertising Com • Maryland

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made effective for all purposes as of June 29, 2001 (“Effective Date”), by and between ADVERTISING.COM, INC., a Maryland corporation (“Company”), and W. GAR RICHLIN (“Executive”).

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AMENDED AND RESTATED SENIOR STOCKHOLDERS’ RIGHTS AGREEMENT by and among ADVERTISING.COM, INC. AND THE INVESTORS NAMED HEREIN Dated as of June 23, 2000
Senior Stockholders’ Rights Agreement • April 2nd, 2004 • Advertising Com • Maryland

THIS AMENDED AND RESTATED SENIOR STOCKHOLDERS’ RIGHTS AGREEMENT (this “Agreement”) is dated as of June 23, 2000, and is by and among ADVERTISING.COM, INC., a Maryland corporation (formerly known as Teknosurf.com, Inc.) (the “Company”), each of the Investors listed on Schedule 1 attached hereto, each Additional Investor added to Schedule 1 after the date hereof who signs a Joinder to this Agreement, each of the Management Stockholders listed on Schedule 2 attached hereto, and each additional stockholder who signs a joinder to this Agreement. The Investors, Additional Investors, Management Stockholders, and any other persons or entities (except the Company) becoming a party hereto or being bound by the provisions hereof are hereinafter sometimes referred to collectively as “Stockholders”.

PIGGYBACK REGISTRATION RIGHTS AGREEMENT
Piggyback Registration Rights Agreement • April 2nd, 2004 • Advertising Com • Maryland

THIS AGREEMENT (the “Agreement”) is entered into as of June 25, 1999, by and among TeknoSurf.Com, Inc., a Maryland corporation (the “Company”) and each Person listed on the Schedule of Holders attached hereto as Exhibit A, as it may be amended from time to time in accordance with this Agreement (the Persons listed on Exhibit A hereinafter referred to collectively as “Shareholders” and individually as a “Shareholder”). Unless otherwise provided in this Agreement, capitalized terms used herein shall have the meanings set forth in Section 9 hereof.

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