0000950123-08-006481 Sample Contracts

INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • June 3rd, 2008 • Marketaxess Holdings Inc • Security brokers, dealers & flotation companies • New York

THIS INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of June 2, 2008, by and among MarketAxess Holdings Inc., a Delaware corporation (including its successors and permitted assigns, the “Company”), TCV VI, L.P., a Delaware limited partnership (“TCV VI”), and TCV Member Fund, L.P., a Delaware limited partnership (“TCV Member Fund” and, together with TCV VI, the “Investors”). Capitalized terms used but not defined elsewhere herein are defined in Section 1.

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SECURITIES PURCHASE AGREEMENT Dated as of June 2, 2008 AMONG MARKETAXESS HOLDINGS INC. TCV VI, L.P. AND TCV MEMBER FUND, L.P.
Securities Purchase Agreement • June 3rd, 2008 • Marketaxess Holdings Inc • Security brokers, dealers & flotation companies • New York

This Securities Purchase Agreement dated as of June 2, 2008 (this “Agreement”) is among MarketAxess Holdings Inc., a Delaware corporation (the “Company”), TCV VI, L.P., a Delaware limited partnership (“TCV VI”), and TCV Member Fund, L.P., a Delaware limited partnership (“TCV Member Fund” and, together with TCV VI, the “Purchasers”). Capitalized terms used but not defined herein have the meanings assigned to them in Exhibit A.

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