0000950137-05-014606 Sample Contracts

Gen-Probe Incorporated 2003 Incentive Award Plan Restricted Stock Award Agreement
Restricted Stock Award Agreement • December 6th, 2005 • Gen Probe Inc • Services-commercial physical & biological research • California

Pursuant to the Restricted Stock Grant Notice (“Grant Notice”) and this Restricted Stock Award Agreement (“Agreement”), Gen-Probe Incorporated (the “Company”) has awarded you (“Holder”) the right to acquire shares of Common Stock from the Company pursuant to Article VII of The 2003 Incentive Award Plan of Gen-Probe Incorporated (the “Plan”) for the number of shares indicated in the Grant Notice (collectively, the “Award”). The Award is granted in exchange for past or future services to be rendered by you to the Company or an Affiliate. In the event additional consideration is required by law so that the Common Stock acquired under this Agreement is deemed fully paid and nonassessable, the Board shall determine the amount and character of such additional consideration to be paid. Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in the Plan.

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