0001193125-13-177831 Sample Contracts

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • April 26th, 2013 • Sciquest Inc • Services-prepackaged software • Delaware

SciQuest, Inc., a Delaware corporation (the “Company”), hereby grants as of the date (the “Grant Date”) noted below to the recipient named below (“Recipient”) pursuant to this Restricted Stock Unit Agreement (this “Agreement”) the total number of restricted stock units (the “RSUs”) noted below whereby the Recipient may become entitled to be paid a share of Common Stock of the Company (“Share”) for each RSU noted below (on a one for one basis) in accordance with, and subject to all of the terms and conditions of, this Agreement and the SciQuest, Inc. 2013 Stock Incentive Plan (the “Plan”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Plan. The terms and conditions set forth herein and in the Plan are incorporated herein by reference.

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RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • April 26th, 2013 • Sciquest Inc • Services-prepackaged software • Delaware

SciQuest, Inc., a Delaware corporation (the “Company”), hereby grants as of the date (the “Grant Date”) noted below to the recipient named below (“Recipient”) pursuant to this Restricted Stock Unit Agreement (this “Agreement”) the total number of restricted stock units (the “RSUs”) noted below whereby the Recipient may become entitled to be paid a share of Common Stock of the Company (“Share”) for each RSU noted below (on a one for one basis) in accordance with, and subject to all of the terms and conditions of, this Agreement and the SciQuest, Inc. 2013 Stock Incentive Plan (the “Plan”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Plan. The terms and conditions set forth herein and in the Plan are incorporated herein by reference.

STOCK OPTION AGREEMENT
Stock Option Agreement • April 26th, 2013 • Sciquest Inc • Services-prepackaged software • Delaware

SciQuest, Inc., a Delaware corporation (the “Company”), hereby grants as of the grant date noted below (the “Grant Date”) to the optionee named below (the “Optionee”) an option (this “Option”) to purchase the total number of shares shown below of Common Stock of the Company (“Shares”) at the exercise price per share set forth below (the “Exercise Price”), subject to all of the terms and conditions on the reverse side of this Stock Option Agreement and the SciQuest, Inc. 2013 Stock Incentive Plan (the “Plan”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Plan. The terms and conditions set forth on the reverse side hereof and the terms and conditions of the Plan are incorporated herein by reference.

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