0001047469-09-001999 Sample Contracts

UNITED ONLINE, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT
Restricted Stock Unit Issuance Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc. • California
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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc.

This amendment dated and effective January 1, 2009 (this “Amendment”), amends that certain Employment Agreement dated as of August 15, 2007 (the “Original Agreement”) by and between United Online, Inc. (the “Company”) and Jeremy E. Helfand. Capitalized terms used and not otherwise defined herein shall have the respective meanings set forth in the Original Agreement.

UNITED ONLINE, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT(S) AMENDMENT AGREEMENT
Restricted Stock Unit Issuance Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc.

AMENDMENT AGREEMENT by and between United Online, Inc., a Delaware corporation (the “Corporation”), and Paul Jordan (the “Participant”) to be effective as of January 1, 2009.

UNITED ONLINE, INC. RESTRICTED STOCK UNIT ISSUANCE AGREEMENT(S) AMENDMENT AGREEMENT
Restricted Stock Unit Issuance Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc.

AMENDMENT AGREEMENT by and between United Online, Inc., a Delaware corporation (the “Corporation”), and Robert J. Taragan (the “Participant”) to be effective as of January 1, 2009.

December 19, 2008
Letter Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc.

Reference is made to the letter agreement (the “Agreement”) dated October 14, 2008, between you and FTD Group, Inc. (the “Company”), and any defined terms used but not otherwise defined herein will have the meanings ascribed thereto in the Agreement. For the purpose of complying with Section 409A of the Internal Revenue Code of 1986, as amended (“Code Section 409A”), we hereby clarify the following terms of the Agreement:

December 19, 2008
Letter Agreement • February 27th, 2009 • United Online Inc • Services-computer programming, data processing, etc.

Reference is made to the letter agreement (the “Agreement”) dated August 14, 2008, between you and Classmates Online, Inc. (the “Company”), and any defined terms used but not otherwise defined herein will have the meanings ascribed thereto in the Agreement. For the purpose of complying with Section 409A of the Internal Revenue Code of 1986, as amended (“Code Section 409A”), we hereby clarify the following terms of the Agreement:

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