___________, INC.

FOUNDER STOCK PURCHASE AGREEMENT THIS FOUNDER STOCK PURCHASE AGREEMENT (the "Agreement") is made as of this ___________, 2010 by and between ___________, INC., a Delaware corporation (the "Company") and ______________ (the "Founder"). W I T N E S S E T H: WHEREAS, the Founder has entered into an employment agreement with ____________. (the "Subsidiary"), dated as of _____________ (the "Employment Agreement") under which he has agreed to provide the Subsidiary with the services as set forth therein and subject to the terms and conditions thereof; and WHEREAS the Company considers the Subsidiary’s continued relationship with the Founder to be important to its continued growth; and WHEREAS in order to induce certain investors to make an equity investment in the Company pursuant to that certain Series A Preferred Stock Purchase Agreement between, among others, the Company, the Founder and the Investor (as such term is defined therein) dated as of the date hereof (the "SPA"), the Founder is willing to enter into this Agreement which imposes certain restrictions with regard to ______________ shares of Common Stock of the Company held by the Founder (the "Repurchase Shares"). NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree as follows: Acquisition of Shares. Purchase of Shares. The Company issued and sold ____________ Shares to the Founder on _________, 20__. Consideration. The Founder paid the par value for each share. Defined Terms. Capitalized terms not defined above are defined in Section 3 of this Agreement. Ownership of Stock. The Founder is the holder of __________ shares of Common Stock of the Company, par value $0.0001 each (the "Shares") of which ____________ are subject to a Repurchase Option, as defined and provided for herein. Repurchase Option.

(a) Definitions. For the purpose of this Agreement, the following terms shall have the meaning set forth below: "Cause" shall mean (i) conviction of the Founder for committing a felony or other offense of moral turpitude or affecting the Company or the Subsidiary; (ii) material breach by the Founder of any confidentiality, assignment or non-compete provision included in the Employment Agreement or any other agreement between the Subsidiary or the Company and the Founder; (iii) material breach by the Founder of the Employment Agreement or of his duties to the Subsidiary or the Company (other than fiduciary duties or the duties mentioned in subsection (ii) above), in each such case, which is not cured by the Founder, if curable, within fifty (50) days after his receipt of a written notice thereof from the Subsidiary or the Company containing a description of the alleged breach; (iv) Founder’s willful misconduct or gross negligence effecting the Subsidiary or the Company, with regard to the business, assets or employees of the Company, Subsidiary, or their affiliated entities, including, without limitation, breach of fiduciary duty or duty of care, or other conduct which, in each such case, is materially detrimental to the Subsidiary or the Company; (v) any act by the Founder to intentionally harm the Subsidiary or the Company, including, without limitation, to events of being charged of theft, embezzlement, dishonesty or fraud with regard to the Subsidiary, Company or their affiliates; or (vi) willful refusal by the Founder to properly perform his obligations under a Employment Agreement, or to follow any reasonable direction of the Board of Directors of the Subsidiary or the Company which, in either case, if curable, is not cured within fifty (50) business days after receipt of written notice from the Subsidiary or the Company containing a description of the alleged refusal. "Deemed Liquidation" shall mean the closing of a Liquidation Event defined as such under the Certificate of Incorporation of the Company as shall be in force from time to time (the "COI"). "IPO" shall mean the closing of an IPO, as defined in the COI. "Triggering Event" shall mean the effective date of termination of the Founder's relationship with the Company or the Subsidiary, either (i) by the Founder as a result of his resignation; or (ii) by the Subsidiary or the Company, where the Company or the Subsidiary terminates the Founder's employment for Cause; provided, however, that a termination of employment in the Subsidiary followed by a hiring by the Company shall not be deemed as a Triggering Event hereunder. (b) Repurchase Option. In the event of any Triggering Event occurring before all of the Repurchase Shares are released from the Company's repurchase option pursuant to this Section 2, the Company shall, upon the date of such Triggering Event have an irrevocable, exclusive option, but not obligation, for a period of sixty (60) days therefrom, to repurchase any or all of the Repurchase Shares that have not been released from the repurchase option at such time (the "Repurchase Option"), at a price per share equal to the par value of each such share (the "Repurchase Price"). The Company will assume all of the Founder's personal income tax liabilities which directly relate to the execution of the Repurchase Option by the Company against the Founder, provided however, that Founder continues to hold all such Shares subject to the Repurchase Option and has not sold, transferred, assigned or pledged any of such Shares to any other person or entity. Such option, if exercised, shall be exercised by the Company upon a the request of the majority of the holders of the Series A Preferred Stock of the Company by written notice of the Company to the Founder with a

copy to the Agent (as defined below), and, at the Company's option, (i) by delivery to the Founder, along with such notice, of a check in the amount of the Repurchase Price, or (ii) by cancellation by the Company of an amount of the Founder's indebtedness to the Company, if any, equal to such purchase price, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals the aggregate Repurchase Price. Upon delivery of such notice and the payment of the Repurchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the Repurchase Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Repurchase Shares being repurchased by it. (c) Assignment. The Company may assign its rights and delegate its duties under this Agreement, including the Repurchase Option. Accordingly, whenever the Company shall have the right to repurchase any of the Repurchase Shares hereunder, the Company may designate and assign one or more employees, officers, directors or shareholders of the Company or other persons or organizations to exercise all or a part of the Repurchase Option under this Agreement. If the Repurchase Option is assigned by the Company and the fair market value of the Repurchase Shares being repurchased, as determined in good faith by the Board of Directors of the Company, exceeds the aggregate Repurchase Price, and such assignee exercises the Repurchase Option, then the assignee shall pay to the Company the difference between the fair market value of the Repurchase Shares that are repurchased and the aggregate Repurchase Price (d) Release of Repurchase Shares. Subject to the provisions of Section 2(b) above, __________ shares shall be released in equal monthly installments at the end of every month beginning as of ____________, and for a period of ________ months thereafter, provided, however, that in each case no Triggering Event shall have occurred prior to the date of any such release. Upon the release of shares pursuant to this Section 2(d) from the Repurchase Option, such shares shall no longer be deemed "Repurchase Shares". (e) Full release of all Repurchase Shares.

(i) Notwithstanding the foregoing in Section 2(d) above, upon the Founder's death or permanent disability only, all of the Repurchase Shares shall be released from the Repurchase Option. (ii) Furthermore, notwithstanding the foregoing in Section 2(d) above, if within twelve (12) months following the Deemed Liquidation of the Company the Founder shall be terminated, other than termination for cause, all of the Repurchase Shares shall be released from the Repurchase Option. Restrictions on Transfer. Until the IPO or Deemed Liquidation, and subject to any limitation under law or any applicable agreement, none of the Repurchase Shares or any beneficial interest therein shall be transferred, encumbered or otherwise disposed of in any manner, except for (i) the deposit of the Repurchase Shares with the Company pursuant to Section 4 hereof or the release of the Repurchase Shares to the Company pursuant to such provisions, (ii) the release of such Repurchase Shares from the Repurchase Option in accordance with the provisions of this Agreement, (iii) a transfer effected pursuant to will or intestate succession, or (iv) a transfer to a Permitted Transferee (as defined in Section Stockholders Agreement, defined below), provided however, that such

Permitted Transferee remains bound by the provisions of this Agreement. Additionally, notwithstanding anything to the contrary herein, all shares of the Founder not subject to the Repurchase Option and/or released from the Repurchase Option, shall be further subject to any limitations pursuant to any agreement among the Shareholders or among the Shareholder and the Company, including, without limitation, the Stockholders Agreement between the Company and the Shareholders (as defined therein) entered into concurrently with the closing of the SPA and as may be amended from time to time (the "Stockholders Agreement"). Holding of Shares by Company in Escrow. (a) To insure the availability for delivery of the Repurchase Shares upon repurchase by the Company pursuant to the Repurchase Option, the Founder shall, upon execution of this Agreement, deliver and deposit with the Company (at the location to be determined by the Board), the stock certificate(s) representing the Repurchase Shares, together with the stock assignments duly endorsed in blank, attached as Exhibit A hereto. The stock certificate(s) representing the Repurchase Shares and stock assignments relating to the Repurchase Shares shall be held and released in accordance with the terms of this Agreement and as directed by the Board at the time of such repurchase or release. At such time of repurchase or release by the Company, the Board shall appoint an agent of the Company (the "Agent") and such Agent will be authorized to sign the stock assignments and to take all necessary actions required to implement the repurchase or release. The Board shall be responsible for the safe keeping of all stock certificate(s) and stock assignments covered under this Agreement at any time that the Repurchase Option remains in effect. (b) If the Company or any assignee shall become entitled to exercise its Repurchase Option hereunder, the Company, upon receipt of written notice of such option exercise from the proposed transferee, shall take all steps necessary to accomplish such transfer as directed and approved by the Board. In the event that the Company exercises its Repurchase Option as set forth in this Agreement, the Board shall give to the Founder and the Agent, a written notice specifying the number of shares of stock to be repurchased, the Repurchase Price, the identity of the transferee and the time for a closing hereunder at the principle office of the Company. (c) Notwithstanding any objection from the Founder, the Agent shall nevertheless be hereby irrevocably authorized and directed to close the transaction contemplated by such notice in accordance with the terms of said notice; provided, however, that such notice is given within the sixty (60) day time period specified in Section 2(b) of the Agreement. In the event that the Founder wishes to contest the repurchase, the Founder shall seek remedy against the Company in the appropriate court of law and the Agent shall have no duties or responsibilities hereunder except those expressly set forth herein (and except as directed by any order of a court or appropriate government agency following the execution of the Repurchase Option by the Agent) and shall have no personal liability to any party except to the extent that such Agent engaged in willful misconduct. (d) In the event that the Founder shall be entitled to the release of any Repurchase Shares from the Repurchase Option in accordance with the terms of this Agreement, the Company and the Founder shall authorize the Agent to release from the Repurchase Option the appropriate amount of Repurchase Shares and will deliver to the Founder a certificate or certificates representing such number of Repurchase Shares to be released from the Repurchase Option upon the request of

the Company and the Founder. In the event that the Founder wishes to contest such release, the Founder may seek remedy against the Company in the appropriate court of law and the Agent shall have no duties or responsibilities hereunder except those expressly set forth herein (and except as directed by any order of a court or appropriate government agency following the release of the Repurchase Shares by the Agent) and shall have no personal liability to any party except to the extent that such Agent engaged in willful misconduct. (e) If, from time to time during the term of the Repurchase Option, there is (i) any stock dividend, stock split or similar event to the Repurchase Shares, or (ii) a Deemed Liquidation, any and all new, substituted or additional securities to which the Founder is entitled by reason of his ownership of the Repurchase Shares shall be immediately subject to this escrow (subject to Section 2(d) above), deposited with the Agent and included thereafter as "Repurchase Shares" for purposes of this Agreement and the Repurchase Option. 5. Founder Representations. In connection with the execution of this Agreement, the Founder represents to the Company the following: (a) The Founder acquired the Shares solely for his own account for investment and not with a view to or for sale in connection with any distribution of the Shares or any portion thereof and not with any present intention of selling, offering to sell or otherwise disposing of or distributing the Shares or any portion thereof in any transaction other than a transaction exempt from registration under the Securities Act. The Founder also represents that the entire legal and beneficial interest of the Shares was acquired by, and is being held for, the Founder's account only and neither in whole or in part for any other person. (b) The Founder further acknowledges and understands that the Shares have not been registered under the Securities Act, and the Shares must be held indefinitely unless they are subsequently registered under the Securities Act or an exemption from such registration is available. The Founder further acknowledges and understands that the Company is under no obligation to register these securities, except as set forth in a certain Investors Rights Agreement to which the Founder is a party. The Founder understands that the certificate(s) evidencing the Shares (when released from the Repurchase Option) will be imprinted with a legend which prohibits the transfer of the securities unless they are registered or such registration is not required in the opinion of counsel satisfactory to the Company and that such securities are subject to the Stockholders Agreement and Investors Rights Agreement. (c) The Founder understands that the Shares are restricted securities within the meaning of Rule 144 promulgated under the Act; that the exemption from registration under Rule 144 will not be available in any event for at least one year from the date of acquisition of the Shares, and even then will not be available unless adequate information concerning the Company is then available to the public and other terms and conditions of Rule 144 are complied with; and that any sale of the Shares may be made only in limited amounts in accordance with such terms and conditions. There can be no assurance that the requirements of Rule 144 will be met, or that the Shares will ever be saleable.

(d) The Founder has reviewed the provisions of this Agreement, has had an opportunity to obtain the advice of the Founder's own tax and legal advisors prior to executing this Agreement and fully understands and agrees to the provisions hereof. Stock Certificate Legends. The share certificate(s) evidencing the Repurchase Shares shall be endorsed with the following legends (in addition to any legends required by applicable U.S. federal or state securities laws): THE SHARES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO A RIGHT OF REPURCHASE AS SET FORTH IN A FOUNDER'S STOCK REPURCHASE AGREEMENT BETWEEN THE COMPANY AND THE ORIGINAL HOLDER OF THESE SHARES AND A CERTAIN STOCKHOLDERS AGREEMENT, A COPY OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY. THESE RIGHTS ARE BINDING ON TRANSFEREES OF THESE SHARES. THE SHARES REPRESENTED BY THIS CERTIFICATE MAY BE TRANSFERRED ONLY IN ACCORDANCE WITH THE TERMS OF A FOUNDERS' STOCK REPURCHASE AGREEMENT BETWEEN THE COMPANY AND THE STOCKHOLDER AND A CERTAIN STOCKHOLDERS AGREEMENT, A COPY OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY. Adjustment for Stock Splits. All references to the number of Shares and the Repurchase Price of the Shares in this Agreement shall be appropriately adjusted to reflect any stock split, stock dividend or other change in the Shares which may be made by the Company after the date of this Agreement. Tax Consequences. Without derogating from the Company's obligations under Section 2(b) above: (a) the Founder has reviewed with his own tax advisors the U.S. federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement and (b) the Founder is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. 6. Acknowledgement. THE FOUNDER ACKNOWLEDGES THAT IT IS HIS SOLE RESPONSIBILITY, AND NOT THAT OF THE COMPANY, TO FILE TIMELY NOTICE OF ELECTION UNDER SECTION 83(b) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, IF APPLICABLE, OR UNDER ANY SIMILAR FOREIGN CODE UNDER ANY APPLICABLE FOREIGN JURISDICTION, EVEN IF THE FOUNDER REQUESTS FROM THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON HIS BEHALF. General Provisions. (a) Governing Law. This Agreement shall be governed by the internal laws of the State of Delaware. This Agreement represents the entire agreement between the parties with respect to the transactions contemplated hereunder and may only be modified or amended in writing signed by both parties. (b) Notice. Any notice, demand or request required or permitted to be given by either the Company or the Founder pursuant to the terms of this Agreement shall be in writing and shall be deemed given when delivered personally or seven (7) business days after deposit in the U.S. mail,

First Class with postage prepaid, and addressed to the parties at the addresses of the parties set forth at the end of this Agreement or such other address as a party may request by notifying the other in writing and if sent via email or facsimile, upon transmission and electronic confirmation of receipt or (if transmitted and received on a non-business day) on the first business day following such transmission and electronic confirmation of receipt. (c) Assignment. The rights and benefits of the Company under this Agreement shall inure to the benefit of, and be enforceable by, the Company's successors and assigns. The rights and obligations of the Founder under this Agreement may only be assigned with the prior written consent of the Company, except for assignments to a Permitted Transferee under Section 3 above. (d) No Waiver. Either party's failure to enforce any provision or provisions of this Agreement shall not in any way be construed as a waiver of any such provision or provisions, nor prevent that party thereafter from enforcing each and every other provision of this Agreement. The rights granted both parties herein are cumulative and shall not constitute a waiver of either party's right to assert all other legal remedies available to it under the circumstances. (e) Further Covenants. The Founder agrees upon request to execute any further documents or instruments necessary or desirable to carry out the purposes or intent of this Agreement. (f) Counterparts. This Agreement may be executed in counterparts, each of which shall constitute one and the same agreement. (g) Stockholder Rights. Subject to the terms and conditions of this Agreement, the Founder shall have all of the rights of a stockholder of the Company with respect to the Repurchase Shares until such time as Founder disposes of the Repurchase Shares or the Company and/or its assignee(s) exercises the Repurchase Option. Upon such exercise, the Founder shall have no further rights as a holder of the Repurchase Shares so purchased except the rights to receive payment for such Repurchase Shares in accordance with the provisions of this Agreement and the right to receive dividends that were declared before such exercise but yet unpaid. (h) Acknowledgement. FOUNDER ACKNOWLEDGES AND AGREES THAT THE VESTING OF SHARES PURSUANT TO SECTION 2(d) HEREOF IS EARNED ONLY BY CONTINUING SERVICE AS AN EMPLOYEE OR CONSULTANT OF THE COMPANY (OR ANY SUBSIDIARY) AT WILL SUBJECT TO THE TERMS OF THIS AGREEMENT (NOT THROUGH THE ACT OF BEING HIRED AT THIS DATE AND NOT THROUGH PURCHASING SHARES HEREUNDER). FOUNDER FURTHER ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT, THE TRANSACTIONS CONTEMPLATED HEREUNDER AND THE VESTING SCHEDULE SET FORTH HEREIN DO NOT CONSTITUTE AN EXPRESS OR IMPLIED PROMISE OF CONTINUED ENGAGEMENT AS AN EMPLOYEE OR CONSULTANT FOR THE VESTING PERIOD, FOR ANY PERIOD, OR AT ALL, AND SHALL NOT INTERFERE WITH FOUNDER'S RIGHT OR COMPANY'S (OR SUBSIDIARY'S) RIGHT TO TERMINATE FOUNDER'S EMPLOYMENT OR CONSULTING RELATIONSHIP AT ANY TIME, WITH OR WITHOUT CAUSE.

FOUNDER HAS REVIEWED THIS AGREEMENT IN ITS ENTIRETY, HAS HAD AN OPPORTUNITY TO OBTAIN THE ADVICE OF COUNSEL PRIOR TO EXECUTING THIS AGREEMENT AND FULLY UNDERSTANDS ALL PROVISIONS OF THIS AGREEMENT. [SIGNATURE PAGE FOLLOWS] [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]

IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first set forth above.

________________, INC. By: Its: Address:

Founder _____________________________ Address:

EXHIBIT A ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED I, ________________________________, hereby sell, assign and transfer unto (__________) shares of the Common Stock of ____________ INC. standing in my name of the books of said corporation represented by Certificate No. _____ herewith and do hereby irrevocably constitute and appoint ________________________________, attorney in fact, to transfer the said stock on the books of the within named corporation with full power of substitution in the premises. This Stock Assignment may be used only in accordance with the Founder's Stock Repurchase Agreement between ____________, INC. and the undersigned dated ______________, ______. Dated: ____________________, _______

_____________________________ (to be signed exactly as name is to appear on Stock Certificate) INSTRUCTIONS: Please do not fill in the blanks other than the signature line. The purpose of this assignment is to enable the Company to exercise its "Repurchase Option", as set forth in the Agreement, without requiring additional signatures on the part of the Founder.

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