Exhibit 10.7


 


SQUARESPACE, INC.


 


2021 EMPLOYEE STOCK PURCHASE PLAN

ADOPTED BY THE BOARD OF DIRECTORS: MARCH 25, 2021

APPROVED BY THE STOCKHOLDERS: APRIL __, 2021


 


	1.	GENERAL; PURPOSE.



 


(a)            The
Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an
opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Rights to Eligible
Employees under an Employee Stock Purchase Plan.


 


(b)            The
Company, by means of the Plan, seeks to retain the services of such Employees, to secure and retain the services of new Employees and
to provide incentives for such persons to exert maximum efforts for the success of the Company and its Related Corporations.


 


	2.	ADMINISTRATION.



 


(a)            The
Board will administer the Plan unless and until the Board delegates administration of the Plan to a Committee or Committees, as provided
in Section 2(c).


 


(b)            The
Board will have the power, subject to, and within the limitations of, the express provisions of the Plan:


 


(i)            To
determine how and when Purchase Rights will be granted and the provisions of each Offering (which need not be identical).


 


(ii)           To
designate from time to time which Related Corporations of the Company will be eligible to participate in the Plan.


 


(iii)          To
construe and interpret the Plan and Purchase Rights, and to establish, amend and revoke rules and regulations for administration
of the Plan. The Board, in the exercise of this power, may correct any defect, omission or inconsistency in the Plan, in a manner and
to the extent it deems necessary or expedient to make the Plan fully effective.


 


(iv)           To
settle all controversies regarding the Plan and Purchase Rights granted under the Plan.


 


(v)            To
suspend or terminate the Plan at any time as provided in Section 12.


 


(vi)           To
amend the Plan at any time as provided in Section 12.


 


(vii)          Generally,
to exercise such powers and to perform such acts as it deems necessary or expedient to promote the best interests of the Company and its
Related Corporations and to carry out the intent that the Plan be treated as an Employee Stock Purchase Plan.


 






     


     


    

 


(viii)        To
adopt such procedures and sub-plans as are necessary or appropriate to permit participation in the Plan by Employees who are foreign nationals
or employed outside the United States.


 


(c)            The
Board may delegate some or all of the administration of the Plan to a Committee or Committees. If administration is delegated to a Committee,
the Committee will have, in connection with the administration of the Plan, the powers theretofore possessed by the Board that have been
delegated to the Committee, including the power to delegate to a subcommittee any of the administrative powers the Committee is authorized
to exercise (and references to the Board in this Plan and in any applicable Offering Document will thereafter be to the Committee or subcommittee),
subject, however, to such resolutions, not inconsistent with the provisions of the Plan, as may be adopted from time to time by the Board.
The Board may retain the authority to concurrently administer the Plan with the Committee and may, at any time, revest in the Board some
or all of the powers previously delegated. Whether or not the Board has delegated administration of the Plan to a Committee, the Board
will have the final power to determine all questions of policy and expediency that may arise in the administration of the Plan.


 


(d)            All
determinations, interpretations and constructions made by the Board in good faith will not be subject to review by any person and will
be final, binding and conclusive on all persons.


 


	3.	SHARES OF COMMON STOCK SUBJECT TO THE PLAN.



 


(a)            Subject
to the provisions of Section 11(a) relating to Capitalization Adjustments, the aggregate number of shares of Common Stock
that may be issued under the Plan shall be [______] shares of Common Stock, as increased on January 1 of each fiscal year of
the Company beginning on January 1, 2022 by a number of shares of Common Stock equal to the
lesser of (i) 1% of the aggregate number of shares of Capital Stock outstanding on December 31 of the immediately preceding calendar
year and (ii) 1,375,000 shares of Common Stock. Notwithstanding the foregoing, the Board may act prior to January 1 of a given year to
provide that there will be no January 1 increase in the share reserve for such calendar year or that the increase in the share
reserve for such calendar year will be a lesser number of shares of Common Stock than would otherwise occur pursuant to the
preceding sentence.


 


(b)            If
any Purchase Right granted under the Plan terminates without having been exercised in full, the shares of Common Stock not purchased under
such Purchase Right will again become available for issuance under the Plan.


 


(c)            The
stock issuable under the Plan will be shares of authorized but unissued or reacquired Common Stock, including shares repurchased by the
Company on the open market or otherwise.


 


	4.	GRANT OF PURCHASE RIGHTS; OFFERING.



 


(a)            The
Board may from time to time grant or provide for the grant of Purchase Rights to Eligible Employees under an Offering (consisting of one
or more Purchase Periods) on an Offering Date or Offering Dates selected by the Board. Each Offering will be in such form and will contain
such terms and conditions as the Board will deem appropriate, and will comply with the requirement of Section 423(b)(5) of the
Code that all Employees granted Purchase Rights will have the same rights and privileges. The terms and conditions of an Offering shall
be incorporated by reference into the Plan and treated as part of the Plan. The provisions of separate Offerings need not be identical,
but each Offering will include (through incorporation of the provisions of this Plan by reference in the document comprising the Offering
or otherwise) the period during which the Offering will be effective, which period will not exceed 27 months beginning with the Offering
Date, and the substance of the provisions contained in Sections 5 through 8, inclusive.


 






    2


     


    

 


(b)            If
a Participant has more than one Purchase Right outstanding under the Plan, unless the Participant otherwise indicates in forms delivered
to the Company: (i) each form will apply to all of the Participant’s Purchase Rights under the Plan, and (ii) a Purchase
Right with a lower exercise price (or an earlier-granted Purchase Right, if different Purchase Rights have identical exercise prices)
will be exercised to the fullest possible extent before a Purchase Right with a higher exercise price (or a later-granted Purchase Right
if different Purchase Rights have identical exercise prices) will be exercised.


 


(c)            The
Board will have the discretion to structure an Offering so that if the Fair Market Value of a share of Common Stock on the first Trading
Day of a new Purchase Period within that Offering is less than or equal to the Fair Market Value of a share of Common Stock on the Offering
Date for that Offering, then (i) that Offering will terminate immediately as of that first Trading Day, and (ii) the Participants
in such terminated Offering will be automatically enrolled in a new Offering beginning on the first Trading Day of such new Purchase Period.


 


	5.	ELIGIBILITY.



 


(a)            Purchase
Rights may be granted only to Employees of the Company or, as the Board may designate in accordance with Section 2(b), to Employees
of a Related Corporation. Except as provided in Section 5(b), an Employee will not be eligible to be granted Purchase Rights unless,
on the Offering Date, the Employee has been in the employ of the Company or the Related Corporation, as the case may be, for such continuous
period preceding such Offering Date as the Board may require, but in no event will the required period of continuous employment be equal
to or greater than two years. In addition, the Board may provide that no Employee will be eligible to be granted Purchase Rights under
the Plan unless, on the Offering Date, such Employee’s customary employment with the Company or the Related Corporation is more
than 20 hours per week and more than five months per calendar year or such other criteria as the Board may determine consistent with Section 423
of the Code.


 


(b)            The
Board may provide that each person who, during the course of an Offering, first becomes an Eligible Employee will, on a date or dates
specified in the Offering which coincides with the day on which such person becomes an Eligible Employee or which occurs thereafter, receive
a Purchase Right under that Offering, which Purchase Right will thereafter be deemed to be a part of that Offering. Such Purchase Right
will have the same characteristics as any Purchase Rights originally granted under that Offering, as described herein, except that:


 


(i)            the
date on which such Purchase Right is granted will be the “Offering Date” of such Purchase Right for all purposes, including
determination of the exercise price of such Purchase Right;


 






    3


     


    

 


(ii)            the
period of the Offering with respect to such Purchase Right will begin on its Offering Date and end coincident with the end of such Offering;
and


 


(iii)          the
Board may provide that if such person first becomes an Eligible Employee within a specified period of time before the end of the Offering,
he or she will not receive any Purchase Right under that Offering.


 


(c)            No
Employee will be eligible for the grant of any Purchase Rights if, immediately after any such Purchase Rights are granted, such Employee
owns stock possessing five percent or more of the total combined voting power or value of all classes of stock of the Company or of any
Related Corporation. For purposes of this Section 5(c), the rules of Section 424(d) of the Code will apply in determining
the stock ownership of any Employee, and stock which such Employee may purchase under all outstanding Purchase Rights and options will
be treated as stock owned by such Employee.


 


(d)            As
specified by Section 423(b)(8) of the Code, an Eligible Employee may be granted Purchase Rights only if such Purchase Rights,
together with any other rights granted under all Employee Stock Purchase Plans of the Company and any Related Corporations, do not permit
such Eligible Employee’s rights to purchase stock of the Company or any Related Corporation to accrue at a rate which exceeds $25,000
of Fair Market Value of such stock (determined at the time such rights are granted, and which, with respect to the Plan, will be determined
as of their respective Offering Dates) for each calendar year in which such rights are outstanding at any time.


 


(e)            Officers
of the Company and any designated Related Corporation, if they are otherwise Eligible Employees, will be eligible to participate in Offerings
under the Plan. Notwithstanding the foregoing, the Board may provide in an Offering that Employees who are highly compensated Employees
within the meaning of Section 423(b)(4)(D) of the Code will not be eligible to participate.


 


	6.	PURCHASE RIGHTS; PURCHASE PRICE.



 


(a)            On
each Offering Date, each Eligible Employee, pursuant to an Offering made under the Plan, will be granted a Purchase Right to purchase
up to that number of shares of Common Stock purchasable either with a percentage or with a maximum dollar amount, as designated by the
Board, but in either case not exceeding 15% of such Employee’s earnings (as defined by the Board in each Offering) during the period
that begins on the Offering Date (or such later date as the Board determines for a particular Offering) and ends on the date stated in
the Offering, which date will be no later than the end of the Offering.


 


(b)            The
Board will establish one or more Purchase Dates during an Offering on which Purchase Rights granted for that Offering will be exercised
and shares of Common Stock will be purchased in accordance with such Offering.


 






    4


     


    

 


(c)            In
connection with each Offering made under the Plan, the Board may specify (i) a maximum number of shares of Common Stock that may
be purchased by any Participant on any Purchase Date during such Offering, (ii) a maximum aggregate number of shares of Common Stock
that may be purchased by all Participants pursuant to such Offering and/or (iii) a maximum aggregate number of shares of Common Stock
that may be purchased by all Participants on any Purchase Date under the Offering. If the aggregate purchase of shares of Common Stock
issuable upon exercise of Purchase Rights granted under the Offering would exceed any such maximum aggregate number, then, in the absence
of any Board action otherwise, a pro rata (based on each Participant’s accumulated Contributions) allocation of the shares of Common
Stock available will be made in as nearly a uniform manner as will be practicable and equitable.


 


(d)            The
purchase price of shares of Common Stock acquired pursuant to Purchase Rights will be determined by the Board with respect to each Offering
and will not be less than the lesser of:


 


(i)            an
amount equal to 85% of the Fair Market Value of the shares of Common Stock on the Offering Date; or


 


(ii)            an
amount equal to 85% of the Fair Market Value of the shares of Common Stock on the applicable Purchase Date.


 


	7.	PARTICIPATION; WITHDRAWAL; TERMINATION.



 


(a)            An
Eligible Employee may elect to authorize payroll deductions as the means of making Contributions by completing and delivering to the Company,
within the time specified in the Offering, an enrollment form provided by the Company. The enrollment form will specify the amount of
Contributions not to exceed the maximum amount specified by the Board. Each Participant’s Contributions will be credited to a bookkeeping
account for such Participant under the Plan and will be deposited with the general funds of the Company except where applicable law requires
that Contributions be deposited with a third party. If permitted in the Offering, a Participant may begin such Contributions with the
first payroll occurring on or after the Offering Date (or, in the case of a payroll date that occurs after the end of the prior Offering
but before the Offering Date of the next new Offering, Contributions from such payroll will be included in the new Offering). If permitted
in the Offering, a Participant may thereafter reduce (including to zero) or increase the Participant’s Contributions. If specifically
provided in the Offering, in addition to making Contributions by payroll deductions, a Participant may make Contributions through the
payment by cash or check prior to a Purchase Date.


 


(b)            During
an Offering, a Participant may cease making Contributions and withdraw from the Offering by delivering to the Company a withdrawal form
provided by the Company. The Company may impose a deadline before a Purchase Date for withdrawing. Upon such withdrawal, such Participant’s
Purchase Right in that Offering will immediately terminate and the Company will distribute to such Participant all of the Participant’s
accumulated but unused Contributions and such Participant’s Purchase Right in that Offering shall thereupon terminate. A Participant’s
withdrawal from that Offering will have no effect upon the Participant’s eligibility to participate in any other Offerings under
the Plan, but such Participant will be required to deliver a new enrollment form to participate in subsequent Offerings.


 






    5


     


    

 


(c)            Purchase
Rights granted pursuant to any Offering under the Plan will terminate immediately if the Participant either (i) is no longer an Employee
(subject to any post-employment participation period required by law) or (ii) is otherwise no longer eligible to participate. The
Company will distribute to such individual all of the individual’s accumulated but unused Contributions.


 


(d)            During
a Participant’s lifetime, Purchase Rights will be exercisable only by such Participant. Purchase Rights are not transferable by
a Participant, except by will, by the laws of descent and distribution, or, if permitted by the Company, by a beneficiary designation
as described in Section 10.


 


(e)            Unless
otherwise specified in the Offering, the Company will have no obligation to pay interest on Contributions.


 


	8.	EXERCISE OF PURCHASE RIGHTS.



 


(a)            On
each Purchase Date, each Participant’s accumulated Contributions will be applied to the purchase of shares of Common Stock, up to
the maximum number of shares of Common Stock permitted by the Plan and the applicable Offering, at the purchase price specified in the
Offering. No fractional shares will be issued unless specifically provided for in the Offering.


 


(b)            Unless
otherwise provided in the Offering, if any amount of accumulated Contributions remains in a Participant’s account after the purchase
of shares of Common Stock and such remaining amount is less than the amount required to purchase one share of Common Stock on the final
Purchase Date of an Offering, then such remaining amount will be held in such Participant’s account for the purchase of shares of
Common Stock under the next Offering under the Plan, unless such Participant withdraws from or is not eligible to participate in such
next Offering, in which case such amount will be distributed to such Participant after the final Purchase Date without interest. If the
amount of Contributions remaining in a Participant’s account after the purchase of shares of Common Stock is at least equal to the
amount required to purchase one (1) whole share of Common Stock on the final Purchase Date of an Offering, then such remaining amount
will be distributed in full to such Participant after the final Purchase Date of such Offering without interest.


 


(c)            No
Purchase Rights may be exercised to any extent unless the shares of Common Stock to be issued upon such exercise under the Plan are covered
by an effective registration statement pursuant to the Securities Act and the Plan is in material compliance with all applicable federal,
state, foreign and other securities and other laws applicable to the Plan. If on a Purchase Date the shares of Common Stock are not so
registered or the Plan is not in such compliance, no Purchase Rights will be exercised on such Purchase Date, and the Purchase Date will
be delayed until the shares of Common Stock are subject to such an effective registration statement and the Plan is in material compliance,
except that the Purchase Date will in no event be more than six months from the Offering Date. If, on the Purchase Date, as delayed to
the maximum extent permissible, the shares of Common Stock are not registered and the Plan is not in material compliance with all applicable
laws, no Purchase Rights will be exercised and all accumulated but unused Contributions will be distributed to the Participants without
interest.


 






    6


     


    

 



 


		9.	COVENANTS OF THE COMPANY.



 


The Company will seek to obtain from each federal,
state, foreign or other regulatory commission or agency having jurisdiction over the Plan such authority as may be required to grant Purchase
Rights and issue and sell shares of Common Stock thereunder. If, after commercially reasonable efforts, the Company is unable to obtain
the authority that counsel for the Company deems necessary for the grant of Purchase Rights or the lawful issuance and sale of Common
Stock under the Plan, and at a commercially reasonable cost, the Company will be relieved from any liability for failure to grant Purchase
Rights and/or to issue and sell Common Stock upon exercise of such Purchase Rights.


 


		10.	DESIGNATION OF BENEFICIARY.



 


(a)            The
Company may, but is not obligated to, permit a Participant to submit a form designating a beneficiary who will receive any shares of Common
Stock and/or Contributions from the Participant’s account under the Plan if the Participant dies before such shares and/or Contributions
are delivered to the Participant. The Company may, but is not obligated to, permit the Participant to change such designation of beneficiary.
Any such designation and/or change must be on a form approved by the Company.


 


(b)            If
a Participant dies, and in the absence of a valid beneficiary designation, the Company will deliver any shares of Common Stock and/or
Contributions to the executor or administrator of the estate of the Participant. If no executor or administrator has been appointed (to
the knowledge of the Company), the Company, in its sole discretion, may deliver such shares of Common Stock and/or Contributions to the
Participant’s spouse, dependents or relatives, or if no spouse, dependent or relative is known to the Company, then to such other
person as the Company may designate.


 


		11.	ADJUSTMENTS UPON CHANGES IN COMMON STOCK; CORPORATE TRANSACTIONS.



 


(a)            In
the event of a Capitalization Adjustment, an equitable substitution or proportionate adjustment shall be made, in each case as determined
by the Board in its sole discretion, with respect to: (i) the class(es) and maximum number of securities subject to the Plan pursuant
to Section 3(a), (ii) the class(es) and maximum number of securities by which the share reserve is to increase automatically
each year pursuant to Section 3(a), (iii) the class(es) and number of securities subject to, and the purchase price applicable
to outstanding Offerings and Purchase Rights, and (iv) the class(es) and number of securities that are the subject of the purchase
limits under each ongoing Offering. The Board will make such adjustments, and its determination will be final, binding and conclusive.


 






    7 


     


    

 


(b)            In
the event of a Corporate Transaction, then: (i) any surviving corporation or acquiring corporation (or the surviving or acquiring
corporation’s parent company) may assume or continue outstanding Purchase Rights or may substitute similar rights (including a right
to acquire the same consideration paid to the stockholders in the Corporate Transaction) for outstanding Purchase Rights, or (ii) if
any surviving or acquiring corporation (or its parent company) does not assume or continue such Purchase Rights or does not substitute
similar rights for such Purchase Rights, then the Participants’ accumulated Contributions will be used to purchase shares of Common
Stock within ten business days prior to the Corporate Transaction under the outstanding Purchase Rights, and the Purchase Rights will
terminate immediately after such purchase.


 


		12.	AMENDMENT, TERMINATION OR SUSPENSION OF THE PLAN.



 


(a)            The
Board may amend the Plan at any time in any respect the Board deems necessary or advisable; provided that, stockholder approval
will be required for any amendment of the Plan for which stockholder approval is required by applicable law or listing requirements.


 


(b)            The
Board may suspend or terminate the Plan at any time. No Purchase Rights may be granted under the Plan while the Plan is suspended or after
it is terminated.


 


(c)            Any
benefits, privileges, entitlements and obligations under any outstanding Purchase Rights granted before an amendment, suspension or termination
of the Plan will not be materially impaired by any such amendment, suspension or termination except (i) with the consent of the person
to whom such Purchase Rights were granted, (ii) as necessary to comply with any laws, listing requirements, or governmental regulations
(including, without limitation, the provisions of Section 423 of the Code and the regulations and other interpretive guidance issued
thereunder relating to Employee Stock Purchase Plans), including, without limitation, any such regulations or other guidance that may
be issued or amended after the date the Plan is adopted by the Board, or (iii) as necessary to obtain or maintain favorable tax,
listing, or regulatory treatment.


 


Notwithstanding anything in the Plan or any Offering
Document to the contrary, the Board will be entitled to: (i) establish the exchange ratio applicable to amounts withheld in a currency
other than U.S. dollars; (ii) permit Contributions in excess of the amount designated by a Participant in order to adjust for mistakes
in the Company’s processing of properly completed Contribution elections; (iii) establish reasonable waiting and adjustment
periods and/or accounting and crediting procedures to ensure that amounts applied toward the purchase of Common Stock for each Participant
properly correspond with amounts withheld from the Participant’s Contributions; (iv) amend any outstanding Purchase Rights
or clarify any ambiguities regarding the terms of any Offering to enable the Purchase Rights to qualify under and/or comply with Section 423
of the Code; and (v) establish other limitations or procedures as the Board determines in its sole discretion advisable that are
consistent with the Plan. The actions of the Board pursuant to this paragraph will not be considered to alter or impair any Purchase Rights
granted under an Offering as they are part of the initial terms of each Offering and the Purchase Rights granted under each Offering.


 


		13.	EFFECTIVE DATE OF PLAN.



 


The Plan will become effective immediately prior
to and contingent upon the Registration Date, and, unless terminated earlier pursuant to Section 12(b), shall have a term of ten
(10) years. No Purchase Rights will be exercised unless and until the Plan has been approved by the stockholders of the Company,
which approval must be within 12 months before or after the date the Plan is adopted (or if required under Section 12(a) above,
materially amended) by the Board.


 






    8 


     


    

 


		14.	MISCELLANEOUS PROVISIONS.



 


(a)            Proceeds
from the sale of shares of Common Stock pursuant to Purchase Rights will constitute general funds of the Company.


 


(b)            A
Participant will not be deemed to be the holder of, or to have any of the rights of a holder with respect to, shares of Common Stock subject
to Purchase Rights unless and until the Participant’s shares of Common Stock acquired upon exercise of Purchase Rights are recorded
in the books of the Company.


 


(c)            Each
Participant shall give the Company prompt written notice of any disposition or other transfer of any shares of Common Stock, acquired
pursuant to the exercise of an option granted under the Section 423 of the Code, if such disposition or transfer is made (i) within
two years after the applicable Offering Date or (ii) within one year after the Purchase Date. The Company may direct that any certificates
evidencing shares acquired pursuant to the Plan refer to such requirement.


 


(d)            The
Plan and Offering do not constitute an employment contract. Nothing in the Plan or in the Offering will in any way alter the at will nature
of a Participant’s employment or be deemed to create in any way whatsoever any obligation on the part of any Participant to continue
in the employ of the Company or a Related Corporation, or on the part of the Company or a Related Corporation to continue the employment
of a Participant.


 


(e)            The
laws of the State of Delaware will govern all questions concerning the construction, validity and interpretation of the Plan, without
regard to that state’s conflict of laws rules.


 


(f)            Unless
otherwise provided in a Participant’s Award Agreement, all notices, requests, demands, claims and other communications by the Participant
with respect to the Plan or any Award shall be in writing (including electronically) and shall be deemed given if delivered by certified
or registered mail (first class postage prepaid), guaranteed overnight delivery or email transmission, to the following address (or to
such other addresses which the Company shall designate in writing to the Participant from time to time):


 


Squarespace, Inc.


225 Varick Street, 12th Floor


New York, NY 10014


Attention: Legal Department


Email: legal@squarespace.com


 






    9 


     


    

 


		15.	DEFINITIONS.



 


As used in the Plan, the following definitions
will apply to the capitalized terms indicated below:


 


(a)            “Board”
means the Board of Directors of the Company.


 


(b)            “Capitalization
Adjustment” means any change that is made in, or other events that occur with respect to, the Common Stock subject to the
Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company
through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash,
large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure
or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification
Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will
not be treated as a Capitalization Adjustment.


 


(c)            “Capital
Stock” means each and every class of common stock of the Company, regardless of the number of votes per share.


 


(d)            “Code”
means the Internal Revenue Code of 1986, as amended, including any applicable regulations and guidance thereunder.


 


(e)            “Committee”
means a committee of one or more members of the Board to whom authority has been delegated by the Board in accordance with Section 2(c).


 


(f)            “Common
Stock” means, as of the Registration Date, the Class A common stock of the Company.


 


(g)            “Company”
means Squarespace, Inc., a Delaware corporation.


 


(h)            “Contributions”
means the payroll deductions and other additional payments specifically provided for in the Offering that a Participant contributes to
fund the exercise of a Purchase Right. A Participant may make additional payments into his or her account if specifically provided for
in the Offering, and then only if the Participant has not already had the maximum permitted amount withheld during the Offering through
payroll deductions.


 


(i)            “Corporate
Transaction” means the consummation, in a single transaction or in a series of related transactions, of any one or more
of the following events:


 


(i)           a
sale or other disposition of all or substantially all, as determined by the Board in its sole discretion, of the consolidated assets of
the Company and its Subsidiaries;


 


(ii)         a
sale or other disposition of more than 50% of the outstanding securities of the Company;


 


(iii)        a
merger, consolidation or similar transaction following which the Company is not the surviving corporation; or


 


(iv)         a
merger, consolidation or similar transaction following which the Company is the surviving corporation but the shares of Common Stock outstanding
immediately preceding the merger, consolidation or similar transaction are converted or exchanged by virtue of the merger, consolidation
or similar transaction into other property, whether in the form of securities, cash or otherwise.


 






    10 


     


    

 


(j)            “Director”
means a member of the Board.


 


(k)            “Eligible
Employee” means an Employee who meets the requirements set forth in the document(s) governing the Offering for eligibility
to participate in the Offering; provided that such Employee also meets the requirements for eligibility to participate set forth
in the Plan.


 


(l)            “Employee”
means any person, including an Officer or Director, who is “employed” for purposes of Section 423(b)(4) of the Code
by the Company or a Related Corporation. However, service solely as a Director, or payment of a fee for such services, will not cause
a Director to be considered an “Employee” for purposes of the Plan.


 


(m)            “Employee
Stock Purchase Plan” means a plan that grants Purchase Rights intended to be options issued under an “employee stock
purchase plan,” as that term is defined in Section 423(b) of the Code.


 


(n)            “Exchange
Act” means the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder.


 


(o)            “Fair
Market Value” means, as of any date, the value of the Common Stock determined as follows:


 


(i)            If
the Common Stock is listed on any established stock exchange or traded on any established market, the Fair Market Value of a share of
Common Stock will be, unless otherwise determined by the Board, the closing sales price for such stock as quoted on such exchange or market
(or the exchange or market with the greatest volume of trading in the Common Stock) on the date of determination, as reported in a source
the Board deems reliable.


 


(ii)           Unless
otherwise provided by the Board, if there is no closing sales price for the Common Stock on the date of determination, then the Fair Market
Value will be the closing selling price on the last preceding date for which such quotation exists.


 


(iii)         In
the absence of such markets for the Common Stock, the Fair Market Value will be determined by the Board in good faith in compliance with
applicable laws and in a manner that complies with Section 409A of the Code.


 


(p)            “Offering”
means the grant to Eligible Employees of Purchase Rights, with the exercise of those Purchase Rights automatically occurring at the end
of one or more Purchase Periods. The terms and conditions of an Offering will generally be set forth in the “Offering Document”
approved by the Board for that Offering.


 


(q)            “Offering
Date” means a date selected by the Board for an Offering to commence.


 


(r)            “Officer”
means a person who is an officer of the Company or a Related Corporation within the meaning of Section 16 of the Exchange Act.


 






    11 


     


    

 


(s)            “Participant”
means an Eligible Employee who holds an outstanding Purchase Right.


 


(t)            “Plan”
means this Squarespace, Inc. 2021 Employee Stock Purchase Plan.


 


(u)            “Purchase
Date” means one or more dates during an Offering selected by the Board on which Purchase Rights will be exercised and on
which purchases of shares of Common Stock will be carried out in accordance with such Offering.


 


(v)            “Purchase
Period” means a period of time specified within an Offering, generally beginning on the Offering Date or on the first Trading
Day following a Purchase Date, and ending on a Purchase Date. An Offering may consist of one or more Purchase Periods.


 


(w)            “Purchase
Right” means an option to purchase shares of Common Stock granted pursuant to the Plan.


 


(x)            “Registration
Date” means the date upon which the registration statement on Form S-1 that is filed by the Company is declared effective
by the U.S. Securities and Exchange Commission.


 


(y)            “Related
Corporation” means any “parent corporation” or “subsidiary corporation” of the Company whether now
or subsequently established, as those terms are defined in Sections 424(e) and (f), respectively, of the Code.


 


(z)            “Securities
Act” means the Securities Act of 1933, as amended.


 


(aa)          “Subsidiary”
means, with respect to the Company, (i) any corporation of which more than fifty percent (50%) of the outstanding capital stock having
ordinary voting power to elect a majority of the board of directors of such corporation (irrespective of whether, at the time, stock of
any other class or classes of such corporation will have or might have voting power by reason of the happening of any contingency) is
at the time, directly or indirectly, Owned by the Company, and (ii) any partnership, limited liability company or other entity in
which the Company has a direct or indirect interest (whether in the form of voting or participation in profits or capital contribution)
of more than fifty percent (50%). For purposes of the foregoing clause (i), the Company will be deemed to “Own” or have
 “Owned” such securities if the Company, directly or indirectly, through any contract, arrangement, understanding, relationship
or otherwise, has or shares voting power, which includes the power to vote or to direct the voting, with respect to such securities.


 


(bb)          “Trading
Day” means any day on which the exchange(s) or market(s) on which shares of Common Stock are listed, including,
but not limited to, the NYSE, Nasdaq Global Select Market, the Nasdaq Global Market, the Nasdaq Capital Market or any successors thereto,
is open for trading.


 






    12