SECTION 409A OF
THE CODE, (I) AMOUNTS AND BENEFITS TO BE PAID OR PROVIDED UNDER THIS AGREEMENT
SHALL BE PAID OR PROVIDED TO EMPLOYEE IN A SINGLE LUMP SUM ON THE FIRST BUSINESS
DAY AFTER THE DATE THAT IS SIX MONTHS FOLLOWING THE DATE OF TERMINATION OF
EMPLOYEE'S EMPLOYMENT OR SHALL BEGIN SIX MONTHS AND ONE DAY FOLLOWING THE DATE
OF TERMINATION, AND (II) THE COMPANY AND EMPLOYEE AGREE TO AMEND OR MODIFY THIS
AGREEMENT AND ANY AGREEMENTS RELATING HERETO (INCLUDING ANY AWARD AGREEMENT WITH
RESPECT TO EQUITY COMPENSATION DESCRIBED IN SECTION 3A(C)) AS MAY BE NECESSARY
TO COMPLY WITH SECTION 409A OF THE CODE.
6
ACKNOWLEDGED AND AGREED:
Date:
IAC/INTERACTIVECORP
Authorized Representative
By:
Title:
LENDINGTREE, LLC
(Solely for purposes of Section 3)
Authorized Representative
By:
Title:
/s/ DOUGLAS R. LEBDA
DOUGLAS R. LEBDA