0001047469-15-008217 Sample Contracts

500,000,000 CREDIT AGREEMENT Dated as of October 7, 2015, among THE MATCH GROUP, INC., as Borrower, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent

Credit Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • New York

• Contract Type
  Credit Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.
• Jurisdiction
  New York

CREDIT AGREEMENT, dated as of October 7, 2015 (as amended, restated, extended, supplemented or otherwise modified from time to time, this “Agreement”), among THE MATCH GROUP, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and as collateral agent for the Secured Parties (as defined herein) (in such capacities, the “Administrative Agent”) and as an Issuing Bank.

FORM OF TAX SHARING AGREEMENT by and between IAC/INTERACTIVECORP and MATCH GROUP, INC. Dated as of

Tax Sharing Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.

• Contract Type
  Tax Sharing Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.

This TAX SHARING AGREEMENT (this “Agreement”), dated as of [ ], by and between IAC/INTERACTIVECORP, a Delaware corporation (“Parent”), and MATCH GROUP, INC., a Delaware corporation and wholly owned subsidiary of Parent (“Match”).

FORM OF SERVICES AGREEMENT by and among IAC/INTERACTIVECORP and MATCH GROUP, INC. dated as of

Services Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.

• Contract Type
  Services Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.

Form of Investor Rights Agreement between IAC/InterActiveCorp and Match Group, Inc.

Investor Rights Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • Delaware

• Contract Type
  Investor Rights Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.
• Jurisdiction
  Delaware

This Investor Rights Agreement (this “Agreement”) is entered into as of [•], 2015, between IAC/InterActiveCorp, a Delaware corporation (“IAC”), and Match Group, Inc., a Delaware corporation (“Match”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article IV hereof or, if not defined therein, in the Transaction Agreement (as defined below).

FORM OF MASTER TRANSACTION AGREEMENT by and between IAC/INTERACTIVECORP, and MATCH GROUP, INC.

Master Transaction Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc. • Delaware

• Contract Type
  Master Transaction Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.
• Jurisdiction
  Delaware

This MASTER TRANSACTION AGREEMENT, dated as of [·], 2015, (this “Agreement”) is entered into by and among IAC/InterActiveCorp, a Delaware corporation (“IAC”) and Match Group, Inc., a Delaware corporation and wholly owned subsidiary of IAC (“Match,” and Match together with IAC, the “Parties”).

FORM OF EMPLOYEE MATTERS AGREEMENT by and between IAC/INTERACTIVE/CORP and MATCH GROUP, INC. Dated as of [ ], 2015

Employee Matters Agreement • November 2nd, 2015 • Match Group, Inc. • Services-computer programming, data processing, etc.

• Contract Type
  Employee Matters Agreement
• Filed
  November 2nd, 2015
• Company
  Match Group, Inc.
• Industry
  Services-computer programming, data processing, etc.

This Employee Matters Agreement (this “Agreement”), dated as of [ ], 2015, with effect as of the Effective Time, is entered into by and between IAC/InterActiveCorp, a Delaware corporation (“IAC”), and Match Group, Inc., a Delaware corporation (“Match,” and together with IAC, the “Parties”).