0001193125-10-205797 Sample Contracts

URBAN OUTFITTERS STOCK APPRECIATION RIGHT AGREEMENT
Stock Appreciation Right Agreement • September 7th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania

STOCK APPRECIATION RIGHT AGREEMENT (the “Agreement”) dated as of , (the “Grant Date”) between Urban Outfitters, Inc. (the “Company”), a Pennsylvania corporation, and (the “Grantee”).

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URBAN OUTFITTERS PERFORMANCE STOCK UNIT AGREEMENT
Performance Stock Unit Agreement • September 7th, 2010 • Urban Outfitters Inc • Retail-family clothing stores • Pennsylvania

This Performance Stock Unit Agreement (the “Agreement”) is dated as of , (the “Grant Date”) between Urban Outfitters, Inc., a Pennsylvania corporation (the “Company”), and (the “Grantee”). Capitalized terms not defined herein shall have the meaning given such terms in the Urban Outfitters 2008 Stock Incentive Plan, as amended from time to time (the “Plan”), a copy of which has been provided to the Grantee.

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