0001193125-11-310325 Sample Contracts

Demandware, Inc. Common Stock, par value $0.01 per share Underwriting Agreement
Underwriting Agreement • November 14th, 2011 • Demandware Inc • Services-computer programming services • New York

Demandware, 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”), for whom Goldman, Sachs & Co. and Deutsche Bank Securities Inc. are acting as representatives (the “Representatives” or “you”), an aggregate of shares (the “Firm Shares”) of Common Stock of the Company, par value $0.01 per share (“Stock”), and, at the election of the Underwriters, up to additional shares (the “Optional Shares”) of Stock. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.

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