January 29, 2013

Kalyanaraman Srinivasan (Kal Raman)

11828, NE 41st lane,

Kirkland, WA 98033

Via E-mail

Dear Kal:

This letter will serve as an amendment to your original offer letter dated April 19, 2012 as follows:

1) Removal of the contingency to relocate to Chicago within one year of your start date; and

2) To extend the corporate housing provision until such time as mutually agreed between you and Groupon.

All other terms of your employment remain unchanged.

Sincerely,

/s/ Brian Schipper

Brian Schipper

Senior Vice President, Human Resources

Groupon, Inc.

I have read this letter agreement in its entirety, and agree to and accept the amended terms and conditions of employment as stated above.

Dated: January 29, 2013/s/ Kal Raman

Kalyanaraman Srinivasan (Kal Raman)