0001193125-15-114143 Sample Contracts

Etsy, Inc. Common Stock Underwriting Agreement
Underwriting Agreement • March 31st, 2015 • Etsy Inc • Services-business services, nec • New York

Etsy, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions in this underwriting agreement (the “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman, Sachs & Co. is acting as representative (the “Representative”), an aggregate of [—] shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [—] shares and, at the election of the Underwriters, up to [—] additional shares. The aggregate of [—] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [—] additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwri

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June 18, 2013 Re: Relocation Agreement Kristina:
Etsy Inc • March 31st, 2015 • Services-business services, nec

As a follow-up to our discussion, the following outlines the additional relocation benefits that Etsy, Inc. (“Company”) will provide you to assist with the temporary living expenses you expect to incur during your relocation to the NYC area.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 31st, 2015 • Etsy Inc • Services-business services, nec • Delaware

This Indemnification Agreement, dated as of [ , 20 ] (this “Agreement”), is between Etsy, Inc., a Delaware corporation (“Etsy”), and [ ] (“Indemnitee”).

ETSY, INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 31st, 2015 • Etsy Inc • Services-business services, nec • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of the Effective Date (as defined below), by and among ETSY, INC., a Delaware corporation (the “Company”), and the persons and entities, severally and not jointly, listed on the Schedule of Investors attached hereto as EXHIBIT A (each, an “Investor,” and collectively, the “Investors”).

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