0001193125-15-166092 Sample Contracts

FORM OF AWARD AGREEMENT FOR RESTRICTED STOCK UNITS FOR DIRECTORS UNDER THE MSCI INC. INDEPENDENT DIRECTORS’ EQUITY COMPENSATION PLAN
Award Agreement • May 1st, 2015 • MSCI Inc. • Services-business services, nec • New York

MSCI Inc. (“MSCI,” together with its subsidiaries, the “Company”) hereby grants to you Restricted Stock Units (“RSUs”) as described below. The awards are being granted under the MSCI Inc. Independent Directors’ Equity Compensation Plan (as may be amended from time to time, the “Plan”).

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RE: Change of Employment Status and Release Agreement
MSCI Inc. • May 1st, 2015 • Services-business services, nec • New York

This letter sets forth the terms and conditions of our agreement concerning the change of your employment status with MSCI Inc. (this “Agreement”). For purposes of this Agreement and the attached Exhibit “A” (the “Exhibit ‘A’ Release”), “MSCI” shall include MSCI Inc. and any and all parents, subsidiaries, predecessors, successors and affiliate corporations, and its and their respective current and former directors, officers, employees, agents, managers, shareholders, successors, assigns, and other representatives.

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