0001193125-14-405390 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • November 10th, 2014 • Hortonworks, Inc. • Services-prepackaged software • California

This Employment Agreement (“Agreement”) is made as of the day of October, 2014 (the “Effective Date”), between Hortonworks, Inc., a Delaware corporation (the “Company”), and [Executive] (the “Executive”).

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RESTRICTED STOCK PURCHASE AGREEMENT
Restricted Stock Purchase Agreement • November 10th, 2014 • Hortonworks, Inc. • Services-prepackaged software • Delaware

THIS RESTRICTED STOCK PURCHASE AGREEMENT is entered into as of June 30, 2011, by HortonWorks, Inc., a Delaware corporation (the “Company”), and Rob Bearden (the “Purchaser”).

COMMERCIAL AGREEMENT
Commercial Agreement • November 10th, 2014 • Hortonworks, Inc. • Services-prepackaged software • California

This Commercial Agreement (the “Agreement”) is made and entered into as of June 21, 2011, by and between HortonWorks, Inc., a Delaware corporation (“HortonWorks”), and Yahoo! Inc., a Delaware corporation (“Yahoo”). Yahoo and HortonWorks are referred to herein individually as a “Party” or together as the “Parties.”

Contract
Hortonworks, Inc. • November 10th, 2014 • Services-prepackaged software • California

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

HORTONWORKS/MICROSOFT HDP FOR MICROSOFT PLATFORMS AGREEMENT
Microsoft Platforms Agreement • November 10th, 2014 • Hortonworks, Inc. • Services-prepackaged software • Washington

This HDP for Microsoft Platforms Agreement (“Agreement”) is entered into between Hortonworks, Inc., a Delaware corporation with offices located at 455 W. Maude Avenue, Suite 200, Sunnyvale, California 94085 (“Hortonworks”) and Microsoft Corporation, a Washington corporation with offices at One Microsoft Way, Redmond, WA 98052 (“Microsoft”) as of July 3, 2012 (“Effective Date”).

ALLOCATION AGREEMENT
Allocation Agreement • November 10th, 2014 • Hortonworks, Inc. • Services-prepackaged software • California

This ALLOCATION AGREEMENT (the “Agreement”) is made and entered into as of March 24, 2014, by and among Hortonworks, Inc., a Delaware corporation (the “Company”) and Passport Capital, LLC (the “Investor”). All capitalized terms not otherwise defined shall have the respective meanings ascribed thereto in Section 4.

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