0001193125-10-018496 Sample Contracts

REACHLOCAL, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • Delaware

This Indemnification Agreement (“Agreement”) is effective as of , by and between ReachLocal, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

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May 14, 2004 Michael Kline
Employment Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies
REACHLOCAL, INC. AMENDED AND RESTATED RESTRICTED STOCK PURCHASE AGREEMENT
Restricted Stock Purchase Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • California

This Amended and Restated Restricted Stock Purchase Agreement (the “Agreement”) is made as of June , 2007 between ReachLocal, Inc., a Delaware corporation (the “Company”), and [ ] (the “Purchaser”).

REACHLOCAL, INC. 2008 STOCK INCENTIVE PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT Early Exercise Permitted
Stock Option Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • Delaware
REACHLOCAL, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT
Stock Option Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • Delaware

ReachLocal, Inc., a Delaware corporation (the “Company”), pursuant to its 2008 Stock Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Optionee”), an option to purchase the number of shares of the common stock of the Company, par value $.01 per share (“Common Stock”), set forth below (the “Option”). This Option is subject to all of the terms and conditions set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”) and the Plan, which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Stock Option Agreement.

STOCKHOLDERS AGREEMENT by and between REACHLOCAL, INC., and NETUS PTY LIMITED ACN 117 674 030
Stockholders Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • Delaware

THIS STOCKHOLDERS AGREEMENT (the “Agreement”) is made and entered into as of September 11, 2009 by and between ReachLocal, Inc., a Delaware corporation (the “Company”) and NetUs Pty Limited ACN 117 674 030 (the “Stockholder”) and acknowledged and agreed to by the Founders (as defined below) with respect to Article III hereof.

LEASE AGREEMENT BETWEEN CB PARKWAY BUSINESS CENTER, LTD. AND REACH LOCAL, INC.
Lease Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies

BEING a 6.6354 acre tract of land situated in the Mary A. Taylor Survey, Abstract No. 897, and the Edwin Allen Survey, Abstract No, 8, City of Piano, Collin County, Texas, and being more particularly described as follows:

REACHLOCAL, INC. SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies • Delaware

This Second Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made and entered into as of September 17, 2007 by and among ReachLocal, Inc., a Delaware corporation (the “Company”), the holders of Series A Preferred Stock of the Company (the “Series A Holders”) listed on Exhibit A to this Agreement, the holders of Series B-1 Preferred Stock and Series B-2 Preferred Stock of the Company (collectively, the “Series B Holders”) listed on Exhibit B to this Agreement, the holders of Series C Preferred Stock of the Company (the “Series C Holders”) listed on Exhibit C to this Agreement, the holders of Series D Preferred Stock of the Company (the “Series D Holders”) listed on Exhibit D to this Agreement (together with the Series A Holders, the Series B Holders and the Series C Holders, the “Investors”), and the holders of Common Stock of the Company (the “Founders”) listed on Exhibit E to this Agreement.

May 6, 2009 Nathan Hanks Frisco, TX 75034 Dear Nathan:
Employment Agreement • February 2nd, 2010 • ReachLocal Inc • Services-advertising agencies

Effective as of the date hereof (the “Effective Date”), this letter (the “Letter”) shall amend and restate in its entirety that certain employment letter agreement, dated April 1, 2005, between you and ReachLocal, Inc. (the “Company”), as amended (the “Original Letter”). From and after the Effective Date, you and the Company agree that the Company will employ you on the terms and conditions set forth in this Letter:

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