0000950134-07-003484 Sample Contracts

RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • February 15th, 2007 • Waste Management Inc • Refuse systems • Texas

This Restricted Stock Unit Award Agreement (“Agreement”) is entered into effective as of January 26, 2007 (the “Grant Date”), by and between Waste Management, Inc., a Delaware corporation (together with its Subsidiaries and Affiliates, the “Company”), and «Full_NameFirst» (the “Employee”), pursuant to the Waste Management, Inc. 2004 Stock Incentive Plan (the “Plan”). Employee and the Company agree to execute such further instruments and to take such further action as may reasonably be necessary to carry out the intent of this Agreement.

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PERFORMANCE SHARE UNIT AWARD AGREEMENT
Performance Share Unit Award Agreement • February 15th, 2007 • Waste Management Inc • Refuse systems • Texas

This Performance Share Unit Award Agreement (“Agreement”) is entered into effective as of January 26, 2007 the “Grant Date”), by and between Waste Management, Inc., a Delaware corporation (together with its Subsidiaries and Affiliates, the “Company”), and «Full_NameFirst» (the “Employee”), pursuant to the Waste Management, Inc. 2004 Stock Incentive Plan (the “Plan”). Employee and the Company agree to execute such further instruments and to take such further action as may reasonably be necessary to carry out the intent of this Agreement.

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