0001193125-08-043566 Sample Contracts

RESTRICTED SHARE AGREEMENT UNDER THE KNOLL INC.
Restricted Share Agreement • February 29th, 2008 • Knoll Inc • Miscellaneous furniture & fixtures • Delaware

THIS AGREEMENT is made effective as of the day of , (the “Grant Date”), between Knoll, Inc., a Delaware corporation (the “Company”), and (the “Grantee”). Except as otherwise specifically provided herein, capitalized terms used herein shall have the meanings attributed thereto in the Knoll, Inc. 1999 Stock Incentive Plan (the “Plan”).

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NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE KNOLL, INC.
Non-Qualified • February 29th, 2008 • Knoll Inc • Miscellaneous furniture & fixtures • Delaware

WHEREAS, the Optionee is now employed or engaged as a consultant by the Company or one of its subsidiaries in a key capacity, or is a director of the Company, and the Company desires to have remain in such employment and to afford the opportunity to acquire, or enlarge, ownership of the Company’s Common Stock, par value $.01 per share (“Stock”), so that may have a direct proprietary interest in the Company’s success (all references to employment hereinafter shall relate to any consulting, directorship or similar relationship, as applicable, and all references to employment or termination of employment with or by the Company shall include employment with or by any of the Company’s direct or indirect subsidiaries, as applicable);

RESTRICTED SHARE AGREEMENT UNDER THE KNOLL INC.
Restricted Share Agreement • February 29th, 2008 • Knoll Inc • Miscellaneous furniture & fixtures • Delaware

THIS AGREEMENT is made effective as of the day of , (the “Grant Date”), between Knoll, Inc., a Delaware corporation (the “Company”), and (the “Grantee”). Except as otherwise specifically provided herein, capitalized terms used herein shall have the meanings attributed thereto in the Knoll, Inc. 2007 Stock Incentive Plan (the “Plan”).

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