2007 STOCK INCENTIVE PLAN
RESTRICTED STOCK UNIT AGREEMENT
THIS RESTRICTED STOCK UNIT AGREEMENT , is dated as of [dateandyear] (the “Grant Date”)
by and between Osteotech, Inc., a Delaware corporation (the “Company”), and [Name], an employee of the
Company or an employee of a subsidiary of the Company (the “Employee”) located at [Address], pursuant to
the Company’s 2007 Stock Incentive Plan (the “Plan”).
For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the
Company and Employee hereby agree as follows:
1. Grant of Stock Units .
Subject to the terms and conditions of this Agreement and of the Plan, the Company hereby grants to the
Employee restricted stock units (“Stock Units”) covering [Units] shares (the “Shares”) of the Company’s
common stock (the “Common Stock”). Each Stock Unit represents one share of Common Stock.
2. Vesting Schedule .
(a) Subject to the Employee’s not experiencing a Termination (as defined in the Plan) from the Company or its
subsidiaries for any reason during the following vesting period, the interest of the Employee in the Stock Units
shall vest, and Shares shall be issued in accordance with Section 3 below, as follows: 25% of the Shares shall
vest on each anniversary of the Grant Date for four years.
Therefore, provided the Employee has not ceased being an employee of the Company or its subsidiaries prior to
the close of business on the fourth anniversary of the Grant Date, the interest of the Employee in the Stock Units
shall become fully vested on that date, and all Shares will
have been issued in accordance with Section 3 below on or prior to that date. Additional vesting may apply
under the circumstances specified in Section 4(c) below.
(b) Except as otherwise provided for in this Agreement, if the Employee ceases to be employed by the
Company or its subsidiaries for any reason including as a result of the Employe