0001193125-11-301782 Sample Contracts

RESTRICTED SHARE AGREEMENT
Restricted Share Agreement • November 8th, 2011 • Icg Group, Inc. • Services-management consulting services • Delaware

On this, the 4th day of October, 2011 (the “Grant Date”), ICG Group, Inc. (“ICG”), a Delaware corporation (together with its wholly-owned subsidiary, Internet Capital Group Operations, Inc., the “Company”), hereby grants to Walter W. Buckley, III (“Grantee”) a Restricted Share Award (the “Award”) of 550,000 shares of the common stock of ICG (the “Shares”), subject to the restrictions below and pursuant to and subject to the terms and conditions of the ICG Third Amended and Restated 2005 Omnibus Equity Compensation Plan (the “Plan”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan.

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