0001193125-09-123715 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 3rd, 2009 • Medidata Solutions, Inc. • Services-prepackaged software • Delaware

This Indemnification Agreement (“Agreement”) is made as of , 2009 by and between MEDIDATA SOLUTIONS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).

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Medidata Solutions, Inc. Common Stock ($0.01 par value per share) Underwriting Agreement
Underwriting Agreement • June 3rd, 2009 • Medidata Solutions, Inc. • Services-prepackaged software • New York

Medidata Solutions, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of shares and, at the election of the Underwriters, up to additional shares of Common Stock, par value $0.01 per share (“Stock”), of the Company and the stockholders of the Company named in Schedule IV hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters, at the election of the Underwriters, up to additional shares of Stock. The aggregate of shares to be sold by the Company is herein called the “Firm Shares” and the aggregate of additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”. Citigroup Global Ma

MEDIDATA SOLUTIONS, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • June 3rd, 2009 • Medidata Solutions, Inc. • Services-prepackaged software • Delaware
MEDIDATA SOLUTIONS, INC. RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • June 3rd, 2009 • Medidata Solutions, Inc. • Services-prepackaged software • Delaware
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