0001193125-11-145644 Sample Contracts

INDEMNITY AGREEMENT
Indemnity Agreement • May 20th, 2011 • Active Network Inc • Services-prepackaged software • Delaware

This Indemnity Agreement, dated May 17, 2011, is made between The Active Network, Inc., a Delaware corporation (the “Company”), and Kourosh Vossoughi (the “Indemnitee”).

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INDEMNITY AGREEMENT
Indemnification Agreement • May 20th, 2011 • Active Network Inc • Services-prepackaged software • Delaware

This Indemnity Agreement, dated May 17, 2011, is made between The Active Network, Inc., a Delaware corporation (the “Company”), and Bruns H. Grayson (the “Indemnitee”).

STOCK ACQUISITION AGREEMENT dated as of January 21, 2009 by and between THE ACTIVE NETWORK, INC. and ELICIA ACQUISITION CORP.
Stock Acquisition Agreement • May 20th, 2011 • Active Network Inc • Services-prepackaged software • California

THIS STOCK ACQUISITION AGREEMENT (this “Agreement”) is made and entered into as of January 21, 2009 (“Effective Date”) by and among The Active Network, Inc., a Delaware corporation (“Acquirer”). Elicia Acquisition Corp., a Delaware corporation (“Seller”) and for purposes of Sections 6.2, 6.3, 6.7, 6.8 and 6.11 and 11.17 only, IAC/InterActiveCorp, a Delaware corporation (“Parent”) and, for purposes of Sections 6.2, 6.3, 6.4, 6.5, 6.6 and 11.17. ReserveAmerica Holdings, Ltd. a corporation organized under the laws of the Province of Ontario (the “Company”).

THE ACTIVE NETWORK, INC. AMENDMENT NO. 1 TO THE TENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • May 20th, 2011 • Active Network Inc • Services-prepackaged software • California

THIS AMENDMENT NO. 1 TO THE TENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Amendment”), dated as of April 25, 2011, is made and entered into by and between The Active Network, Inc., a Delaware corporation (the “Company”), and the Shareholders and Warrant holders listed on Schedules A and B of the Agreement (as defined below) (collectively, the “Investors”). Capitalized terms not otherwise defined in this Amendment shall have the meaning ascribed to such terms in the Agreement.

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