0001193125-13-393718 Sample Contracts

ZULILY, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT November 5, 2012
Investor Rights Agreement • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses • Delaware

THIS THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 5th day of November, 2012, by and among ZULILY, INC., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”

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ZULILY, INC. OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)
Option Agreement • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses

Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, Zulily, Inc. (the “Company”) has granted you an option under its 2009 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

AGREEMENT OF LEASE
Agreement of Lease • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses • Ohio

AGREEMENT OF LEASE (the “Lease”) made as of the day of November, 2011 (“Date of Lease”) between KTR OHIO LLC, a Delaware limited liability company (the “Landlord”), and ZULILY, Inc., a Delaware corporation (the “Tenant”).

AMENDMENT NO. 2 OF LEASE
Of Lease • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses

This Amendment No. 2 of Lease (the “Amendment”) is made as of this 8th day of February, 2012 by and between UCM/FPI – COBALT, LLC, a Delaware limited liability company (“Landlord”), and ZULILY, INC. a Delaware corporation (“Tenant”).

FIRST AMENDMENT
First Amendment • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses

This First Amendment (the “Amendment”) is made as of this 5th day of October, 2011 by and between UCM/FPI – COBALT, LLC, a Delaware limited liability company (“Landlord”), and ZULILY, INC. a Delaware corporation (“Tenant”).

SEATTLE, WASHINGTON OFFICE LEASE AGREEMENT BETWEEN SRI-WR ELLIOTT AVENUE LLC, a Delaware limited liability company (“LANDLORD”) AND ZULILY, INC., a Delaware corporation (“TENANT”) Dated as of: May 2, 2013
Office Lease Agreement • October 8th, 2013 • Zulily, Inc. • Retail-catalog & mail-order houses

THIS OFFICE LEASE AGREEMENT (this “Lease”) is made and entered into as of May 2, 2013, by and between SRI-WR ELLIOTT AVENUE LLC, a Delaware limited liability company (“Landlord”) and ZULILY, INC., a Delaware corporation (“Tenant”). The schedules, exhibits and other attachments listed in the preceding Table of Contents are incorporated into and made a part of this Lease.

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