0000950123-07-002806 Sample Contracts

FORM OF AMENDED AND RESTATED 1999 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
1999 Stock Incentive Plan Restricted Stock Unit Award Agreement • February 27th, 2007 • Martha Stewart Living Omnimedia Inc • Periodicals: publishing or publishing & printing • Delaware

This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made and entered into as of February ___, 2007 by and between (the “Participant”) and Martha Stewart Living Omnimedia, Inc., a Delaware corporation (the “Company”), sets forth the terms and conditions of an Award of Restricted Stock Units granted in connection with the Company’s Bonus Conversion Policy, as adopted by the Compensation Committee of the Company’s Board of Directors (the “Committee”) on February 22, 2007 (the “Bonus Conversion Policy”) and pursuant to Section 8 of the Company’s Amended and Restated 1999 Stock Incentive Plan (the “Plan”). Any capitalized terms used but not defined herein shall have the meaning prescribed in the Plan.

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