0000912057-02-006311 Sample Contracts

Form of UNITED ONLINE, INC. STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • February 14th, 2002 • United Online Inc • Services-computer programming, data processing, etc. • Delaware

THIS STOCK PLEDGE AGREEMENT (this "Agreement") has been entered into as of this 5th day of February 2002 by and between United Online, Inc., a Delaware corporation (the "Corporation"), and ("Pledgor").

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Form of UNITED ONLINE, INC. RESTRICTED STOCK PURCHASE AGREEMENT
Restricted Stock Purchase Agreement • February 14th, 2002 • United Online Inc • Services-computer programming, data processing, etc. • Delaware

the extent the final Treasury Regulations permit such a protective election. Page 2 of the attached form for making the election should be filed with any election made in connection with the exercise of an Incentive Option.

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