0001193125-15-149503 Sample Contracts

Freshpet, Inc. Common Stock Form of Underwriting Agreement
Freshpet, Inc. • April 27th, 2015 • Grain mill products • New York

The stockholders named in Schedule II hereto (the “Selling Stockholders”) of Freshpet, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of Common Stock, par value $0.001 (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).

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