Exhibit 10.3
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 (Amended and Restated February 26, 2009)
 Purposes of the Plan
 
    
    to attract and retain the best available personnel for positions of
substantial responsibility,
    
    to provide additional incentive to Employees, Directors and Consultants, and
    
    to promote the success of the Companys business.
  Definitions
 Administrator
 Applicable Laws
 Award
 Award Agreement
 Board
 Change in Control




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##### 



-2-




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##### 



Code
 Committee
 Common Stock
 Company
 Consultant
 Director
 Disability
 Employee
 -3-




---



##### 



Exchange Act
 Exchange Program
 Fair Market Value
 The Wall Street Journal
 The Wall Street
Journal
  Fiscal Year
 Incentive Stock Option
 Nonstatutory Stock Option
 Officer
 Option
 Optioned Stock
 Parent
 Participant
 -4-




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##### 



Period of Restriction
 Plan
 Registration Date
 Restricted Stock
 Restricted Stock Unit
 Rule 16b-3
 Section 16(b)   Service Provider
 Share
 Stock Appreciation Right SAR
 Subsidiary
 Stock Subject to the Plan
 Stock Subject to the Plan plus
 -5-




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##### 



Lapsed Awards
 Share Reserve
 Administration of the Plan
 Procedure
 Multiple Administrative Bodies
 Section 162(m)
 Rule 16b-3
 Other Administration
 -6-




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##### 



Powers of the Administrator
              -7-




---



##### 



Effect of Administrators Decision
 Eligibility
 Stock Options
 Limitations
 Term of Option
 Option Exercise Price and Consideration
 Exercise Price
     -8-




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##### 



Waiting Period and Exercise Dates
 Form of Consideration
 Exercise of Option
 Procedure for Exercise; Rights as a Stockholder
  -9-




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Termination of Relationship as a Service Provider
 Disability of Participant
 Death of Participant
 -10-




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##### 



Restricted Stock
 Grant of Restricted Stock
 Restricted Stock Agreement
 Transferability
 Other Restrictions
 Removal of Restrictions
 Voting Rights
 Dividends and Other Distributions
 Return of Restricted Stock to Company
 Restricted Stock Units
 Grant
 Vesting Criteria and Other Terms
 -11-




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##### 



Earning Restricted Stock Units
 Form and Timing of Payment
 Cancellation
 Stock Appreciation Rights
 Grant of SARs
 Number of Shares
 Exercise Price and Other Terms
 SAR Agreement
 Expiration of SARs
 Payment of SAR Amount
  -12-




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Performance Shares
 Grant of Performance Shares
 Other Terms
 Performance Share Award Agreement
 Leaves of Absence
 Transferability of Awards
 -13-




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##### 



Adjustments; Dissolution or Liquidation; Merger or Change in Control.
 Adjustments
 Dissolution or Liquidation
 Change in Control
   -14-




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Tax Withholding
 Withholding Requirements
 Withholding Arrangements
 No Effect on Employment or Service
 Date of Grant
 -15-




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Term of Plan
 Amendment and Termination of the Plan
 Amendment and Termination
 Stockholder Approval
 Effect of Amendment or Termination
 Conditions Upon Issuance of Shares
 Legal Compliance
 Investment Representations
 Inability to Obtain Authority
 Stockholder Approval
 -16-




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##### 



THE UK SUB-PLAN OF THE
 OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN
 1.
    
    The purpose of the UK Sub-Plan (the Sub-Plan) of the Omniture, Inc. 2006
Equity Incentive Plan is to provide incentives for UK tax residents who are present and
future employees of Omniture, Inc. through the grant of options over Common Stock.2.
    
    This Sub-Plan is governed by the Omniture, Inc. 2006 Equity Incentive Plan (the
Plan) and all of the provisions of this Sub-Plan shall be identical to those of the
Plan SAVE THAT(a) Sub-Plan shall be substituted for Plan, and (b) the following
provisions shall be stated in this Sub-Plan in order to accommodate the specific
requirements of UK law.3.
    
    The Sub-Plan shall become effective on the date of its adoption by the Board.
The Sub-Plan shall terminate automatically on the date on which the Plan terminates in
accordance with Section 17 of the Plan. The Sub-Plan may be terminated by the Board of
Directors on any earlier date.4.
    
    References to Incentive Stock Options and Nonstatutory Stock Options in the
Plan shall not apply to Options granted under the Sub-Plan.5.
    
    Options granted under the Sub-Plan shall be known as UK Unapproved Options.6.
    
    Section 5  Eligibility of the Plan shall be substituted by the
following:Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance
Shares and UK Unapproved Options may be granted only to Employees.




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##### 



Omniture, Inc. 2006 Equity Incentive Plan  French Sub-Plan
 Rules of the Omniture, Inc.
 2006 Equity Incentive Plan for the
 Grant of Options to Participants in France
 1. Introduction
 Board Company U.S. Plan
 Administrator French Participants
 Appendix 1 French Plan
  2. Definitions
  (a) Closed Period




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##### 



(i)
 (ii) i.e.
  (b) Disability
 (c) Forced Retirement
 (d) Grant Date
 (e) Option
 (i)
 (ii)
 3. Eligibility
 (a) contrat de travail
 (b) Président du Conseil dAdministration, Directeur
Général, Directeur Général Délégué, Membre du Directoire, Gérant de Sociétés par actions contrat de travail
 -2-




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(c)
 4. Non-Transferability
  5. Disqualification of French-qualified Options
   6. Employment Rights
  7. Amendments
  8. Closed Period
  -3-




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##### 



9. Conditions of French-qualified Options
 (a)
 (b)
 (c)
 (i)
 (ii)
 (iii)
 10. Exercise of French-qualified Options
 (a)
 (b)
 -4-




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##### 



(c)
 (d)
 (e)
 (f)
 (g)
 (h) mandataires sociaux
 11. Death
  -5-




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##### 



12. Adjustments and Change in Control
    13. Term of French-qualified Options
  -6-




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##### 



14. Interpretation
   15. Adoption
  -7-




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[FORM OF U.S. STOCK OPTION AWARD AGREEMENT]
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 STOCK OPTION AWARD AGREEMENT
 Plan Award Agreement
 I. NOTICE OF STOCK OPTION GRANT
 Participants Name:
    
    [INSERT NAME]Participants Address:
    
    [INSERT ADDRESS]
  Grant Number:
    
    [INSERT GRANT NO.]Date of Grant:
    
    [INSERT GRANT DATE]Vesting Commencement Date:
    
    [INSERT VCD]Exercise Price per Share:
    
    $[INSERT PRICE/SHARE]Total Number of Shares Granted:
    
    [INSERT SHARES]Total Exercise Price:
    
    $[INSERT X PRICE]Type of Option:
    
    Incentive Stock Option (ISO)þ Nonstatutory Stock Option (NSO)Term/Expiration Date:
    
    [INSERT TERM DATE]
 Vesting Schedule
   Termination Period




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##### 



II. AGREEMENT
 Grant of Option
 Participant Option Exercise Price
 ISO NSO
 Exercise of Option
 Right to Exercise
 Method of Exercise Exhibit A Exercise Notice Exercised Shares
  
 -2-




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##### 



Method of Payment
      Non-Transferability of Option
  Term of Option
  Tax Obligations
 Tax Withholding
 Notice of Disqualifying Disposition of ISO Shares
 Code Section 409A IRS discounted option deferred compensation
 -3-




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##### 



Entire Agreement; Governing Law
 th
 NO GUARANTEE OF CONTINUED SERVICE
  Data Privacy .
 Participant hereby explicitly and unambiguously consents to the collection, use and transfer,
in electronic or other form, of Participants personal data as described in this Award Agreement
and any other Option grant materials by and among, as applicable, the Employer, the Company and its
Parents, Subsidiaries and affiliates for the exclusive purpose of implementing, administering and
managing Participants participation in the Plan.
 -4-




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##### 



Participant understands that the Company and the Employer may hold certain personal
information about Participant, including, but not limited to, Participants name, home address and
telephone number, date of birth, social insurance number or other identification number, salary,
nationality, job title, any shares of stock or directorships held in the Company, details of all
Options or any other entitlement to shares of stock awarded, canceled, exercised, vested, unvested
or outstanding in Participants favor, for the exclusive purpose of implementing, administering and
managing the Plan (Data).
 Participant understands that Data will be transferred to E*TRADE FINANCIAL, or such other
stock plan service provider as may be selected by the Company in the future, which is assisting the
Company with the implementation, administration and management of the Plan. Participant
understands that the recipients of the Data may be located in the United States or elsewhere, and
that the recipients country (e.g., the United States) may have different data privacy laws and
protections than Participants country. Participant understands that Participant may request a
list with the names and addresses of any potential recipients of the Data by contacting
Participants local human resources representative. Participant authorizes the Company, E*TRADE
FINANCIAL and any other possible recipients which may assist the Company (presently or in the
future) with implementing, administering and managing the Plan to receive, possess, use, retain and
transfer the Data, in electronic or other form, for the sole purpose of implementing, administering
and managing Participants participation in the Plan. Participant understands that Data will be
held only as long as is necessary to implement, administer and manage Participants participation
in the Plan. Participant understands that Participant may, at any time, view Data, request
additional information about the storage and processing of Data, require any necessary amendments
to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in
writing Participants local human resources representative. Participant understands, however, that
refusing or withdrawing consent may affect Participants ability to participate in the Plan. For
more information on the consequences of Participants refusal to consent or withdrawal of consent,
Participant understands that Participant may contact Participants local human resources
representative.
 Electronic Delivery
  Severability
  [Remainder of Page Intentionally Left Blank]
 -5-




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##### 



PARTICIPANT:
    
    OMNITURE, INC.[name]Residence Address:
    
    [name of officer][title of officer][address 1][city state zip]
 -6-




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##### 



EXHIBIT A
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 EXERCISE NOTICE
 Attention: Stock Plan Administration
 Exercise of Option    Purchaser Option  Shares Company Plan    Award Agreement
 Delivery of Payment
 Representations of Purchaser
 Rights as Stockholder
 Tax Consultation
 Entire Agreement; Governing Law




---



##### 



th
 Submitted by:
    
    Accepted by:PURCHASER:
    
    OMNITURE, INC.Signature
    
    ByPrint Name
    
    ItsAddress:
    
    Address:Omniture, Inc.550 East Timpanogos Circle
Orem, Utah 84097Attention: Stock Plan AdministrationDate Received
 -2-




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[FORM OF NON-U.S. STOCK OPTION AWARD AGREEMENT]
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 STOCK OPTION AWARD AGREEMENT
 NON-U.S. PARTICIPANTS
 Plan Award
Agreement
 I. NOTICE OF STOCK OPTION GRANT
 Participants Name:
    
    [name]Participants Address:
    
    [address 1][city state zip]
 Exhibit B
 Grant Number:
    
    [grant #]Date of Grant:Vesting Commencement Date:
    
    [vcd]Exercise Price per Share:
    
    $Total Number of Shares Granted:
    
    [shares]Total Exercise Price:
    
    $[total x price]Type of Option:
    
    Nonstatutory Stock Option (NSO)Term/Expiration Date:
 Vesting Schedule
  Termination Period




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##### 



II. AWARD AGREEMENT
 Grant of Option
 Participant Exercise Price Exhibit B Exhibit B
 Exercise of Option
 Right to Exercise Exhibit B
 Method of Exercise Exhibit A Exercise Notice Exercised Shares
  Method of Payment
     Non-Transferability of Option
  -2-




---



##### 



Term of Option
 Exhibit B
 Tax Obligations
 Withholding Taxes Employer Tax-Related Items
       -3-




---



##### 



Code Section 409A IRS discounted option deferred compensation
  Entire Agreement; Governing Law
 Exhibit B Exhibit B Exhibit B
 NO GUARANTEE OF CONTINUED SERVICE
  Nature of Grant
  -4-




---



##### 



e.g.
 -5-




---



##### 



J. Data Privacy .
 Participant hereby explicitly and unambiguously consents to the collection, use and transfer,
in electronic or other form, of Participants personal data as described in this Award Agreement
and any other Option grant materials by and among, as applicable, the Employer, the Company and its
Parents, Subsidiaries and affiliates for the exclusive purpose of implementing, administering and
managing Participants participation in the Plan.
 Participant understands that the Company and the Employer may hold certain personal
information about Participant, including, but not limited to, Participants name, home address and
telephone number, date of birth, or other identification number, salary, nationality, job title,
any shares of stock or directorships held in the Company, details of all Options or any other
entitlement to shares of stock awarded, canceled, exercised, vested, unvested or outstanding in
Participants favor, for the exclusive purpose of implementing, administering and managing the Plan
(Data).
 Participant understands that Data will be transferred to E*TRADE FINANCIAL, or such other
stock plan service provider as may be selected by the Company in the future, which is assisting the
Company with the implementation, administration and management of the Plan. Participant
understands that the recipients of the Data may be located in the United States or elsewhere, and
that the recipients country ( e.g. , the United States) may have different data privacy laws and
protections from Participants country. Participant understands that Participant may request a
list with the names and addresses of any potential recipients of the Data by contacting
Participants local human resources representative. Participant authorizes the Company, E*TRADE
FINANCIAL and any other possible recipients which may assist the Company (presently or in the
future) with implementing, administering and managing the Plan to receive, possess, use, retain and
transfer the Data, in electronic or other form, for the sole purpose of implementing, administering
and managing Participants participation in the Plan. Participant understands that Data will be
held only as long as is necessary to implement, administer and manage Participants participation
in the Plan. Participant understands that Participant may, at any time, view Data, request
additional information about the storage and processing of Data, require any necessary amendments
to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in
writing Participants local human resources representative. Participant understands, however, that
refusing or withdrawing consent may affect Participants ability to participate in the Plan. For
more information on the consequences of Participants refusal to consent or withdrawal of consent,
Participant understands that Participant may contact Participants local human resources
representative.
 Language
  Electronic Delivery
 -6-




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##### 



Severability
  Exhibit B
 Exhibit B Exhibit B Exhibit B
 Imposition of Other Requirements
  [Remainder of Page Intentionally Left Blank]
 -7-




---



##### 



Exhibit B Exhibit B Exhibit
B Exhibit B
 PARTICIPANT:
    
    OMNITURE, INC.[name]
    
    ByResidence Address:Print Name[address 1][city state zip]
    
    Title
 -8-




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##### 



EXHIBIT A
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 EXERCISE NOTICE
 Attention: Stock Plan Administration
 Exercise of Option   Purchaser  Shares Company Plan Award Agreement Exhibit B
 Delivery of Payment
 Representations of Purchaser Exhibit B
 Rights as Stockholder
 Tax Consultation
 Entire Agreement; Governing Law Exhibit B Exhibit B




---



##### 



Submitted by:
    
    Accepted by:PURCHASER:
    
    OMNITURE, INC.Signature
    
    ByPrint Name
    
    ItsAddress:
    
    Address:Omniture, Inc.550 East Timpanogos CircleOrem, Utah 84097Attention:
Stock Plan AdministrationDate Received
 -2-




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##### 



EXHIBIT B
 OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN
 STOCK OPTION AWARD AGREEMENT
 SPECIAL TERMS FOR PARTICIPANTS OUTSIDE THE U.S.
 Exhibit B
 Exhibit B
 Accordingly, Participant is strongly advised to seek appropriate professional advice as to how the
relevant laws in Participants country apply to his or her specific situation
 If Participant is a citizen or resident of another country, or is considered a resident of another
country for local law purposes, the information contained in this Appendix may not be applicable to
him or her.
 Argentina
 Securities Law Disclaimer
  Exchange Control Reporting
  Page 1 of 12




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Australia
 Securities Law Disclaimer
  Exchange Control Reporting
  Belgium   Share Account Reporting
  Brazil
 Exchange Control Reporting
  Intent to Comply with Law
  Page 2 of 12




---



##### 



Canada
 Resale of Shares
  Termination Period
   Data Privacy Notice and Consent
   Consent to Receive Information in English for Quebec Participants
  Les parties reconnaissent avoir exigé la rédaction en anglais de la présente convention, ainsi que
de tous documents exécutés, avis donnés et proćedures judiciares intentées, directement ou
indirectement, relativement á ou suite á la présente convention.
 Page 3 of 12




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China
 Form of Payment
  Exchange Control Information
  Denmark
 Exchange Control Reporting
  Share Account Reporting
 e.g.
   Page 4 of 12




---



##### 



Labor Law Acknowledgment
  Estonia
  Finland
  Germany
 Exchange Control Reporting
  Hong Kong
 Securities Law Disclaimer
   Sale of Shares
  Page 5 of 12




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##### 



India
 Fringe Benefit Tax
   Exchange Control Reporting
  Italy
 Form of Payment
  Data Privacy
  Participant understands that the Company and the Employer as the Privacy Representative of the
Company in Italy, may hold certain personal information about Participant, including, but not
limited to, Participants name, home address and telephone number, date of birth, social insurance
or other identification number, salary, nationality, job title, any Shares or directorships held in
the Company or any Parent, Subsidiary or affiliate, details of all Options or any other entitlement
to Shares awarded, canceled, exercised, vested, unvested or outstanding in Participants favor, and
that
 Page 6 of 12




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##### 



the Company and the Employer will process said data and other data lawfully received from third
party (Personal Data) for the exclusive purpose of managing and administering the Plan and
complying with applicable laws, regulations and Community legislation. Participant also understands
that providing the Company with Personal Data is mandatory for compliance with laws and is
necessary for the performance of the Plan and that Participants denial to provide Personal Data
would make it impossible for the Company to perform its contractual obligations and may affect
Participants ability to participate in the Plan. Participant understands that Personal Data will
not be publicized, but it may be accessible by the Employer as the Privacy Representative of the
Company and within the Employers organization by its internal and external personnel in charge of
processing, and by the data Processor, if appointed. The updated list of Processors and of the
subjects to which Data are communicated will remain available upon request at the Employer.
Furthermore, Personal Data may be transferred to banks, other financial institutions or brokers
involved in the management and administration of the Plan. Participant understands that Personal
Data may also be transferred to the independent registered public accounting firm engaged by the
Company, and also to the legitimate addressees under applicable laws. Participant further
understands that the Company and its Subsidiaries will transfer Personal Data amongst themselves as
necessary for the purpose of implementation, administration and management of Participants
participation in the Plan, and that the Company and its Subsidiaries may each further transfer
Personal Data to third parties assisting the Company in the implementation, administration and
management of the Plan, including any requisite transfer of Personal Data to a broker or other
third party with whom Participant may elect to deposit any Shares acquired under the Plan or any
proceeds from the sale of such Shares. Such recipients may receive, possess, use, retain and
transfer Personal Data in electronic or other form, for the purposes of implementing, administering
and managing Participants participation in the Plan. Participant understands that these
recipients may be acting as Controllers, Processors or persons in charge of processing, as the case
may be, according to applicable privacy laws, and that they may be located in or outside the
European Economic Area, such as in the United States or elsewhere, in countries that do not provide
an adequate level of data protection as intended under Italian privacy law.
 Should the Company exercise its discretion in suspending all necessary legal obligations connected
with the management and administration of the Plan, it will delete Personal Data as soon as it has
accomplished all the necessary legal obligations connected with the management and administration
of the Plan.
 Participant understands that Personal Data processing related to the purposes specified above shall
take place under automated or non-automated conditions, anonymously when possible, that comply with
the purposes for which Personal Data is collected and with confidentiality and security provisions
as set forth by applicable laws and regulations, with specific reference to Legislative Decree no.
196/2003.
 The processing activity, including communication, the transfer of Personal Data abroad, including
outside of the European Economic Area, as specified herein and pursuant to applicable laws and
regulations, does not require Participants consent thereto as the processing is necessary to
performance of law and contractual obligations related to implementation, administration and
management of the Plan. Participant understands that, pursuant to section 7 of the Legislative
Decree no. 196/2003, he or she has the right at any moment to, including, but not limited to,
obtain confirmation that Personal Data exists or not, access, verify its contents, origin and
accuracy, delete,
 Page 7 of 12




---



##### 



update, integrate, correct, blocked or stop, for legitimate reason, the Personal Data processing.
To exercise privacy rights, Participant should contact the Employer. Furthermore, Participant is
aware that Personal Data will not be used for direct marketing purposes. In addition, Personal
Data provided can be reviewed and questions or complaints can be addressed by contacting
Participants human resources department.
 Plan Document Acknowledgement
   Japan
 Exchange Control Reporting
    Korea
 Exchange Control Reporting
  i.e.
 Page 8 of 12




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##### 



Mexico
 Labor Law Acknowledgment
  Policy Statement
   La invitación que the Company hace en relación con el Plan es unilateral y discrecional, por lo
tanto, the Company se reserva el derecho absoluto para modificar o terminar el mismo, sin ninguna
responsabilidad para usted.
 Esta invitación y, en su caso, la adquisición de acciones, de ninguna manera establecen relación
laboral alguna entre usted y the Company y tampoco establece derecho alguno entre usted y su
empleador.
 The Netherlands
 Prohibition Against Insider Trading
   Page 9 of 12




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Poland
 Restriction on Type of Shares Issued
  Exchange Control Reporting
  Singapore
 Securities Law Disclaimer
  Director Notification
 e.g
 Page 10 of 12




---



##### 



Spain
 Nature of Grant
   Exchange Control Reporting
 i.e.
 i.e Dirección General de
Política Comercial e Inversiones Exteriores.
  Sweden
  Taiwan
 Exchange Control Reporting
  United Arab Emirates/Dubai
 Securities Law Disclaimer
 
 Page 11 of 12




---



##### 



United Kingdom
 Tax and National Insurance Contributions Acknowledgment
    Joint Election for Transfer of Secondary Class 1 National Insurance Contributions to Participant.
 Page 12 of 12




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##### 



[FORM
OF FRENCH STOCK OPTION AWARD AGREEMENT]
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 STOCK OPTION AWARD AGREEMENT
 PARTICIPANTS IN FRANCE
 U.S. Plan French Plan, Plan
 I. NOTICE OF STOCK OPTION GRANT
 Participants Name:
    
    [INSERT NAME]Participants Address:
  Grant Number:
    
    [INSERT GRANT NO.]Grant Date:
    
    [INSERT GRANT DATE]Vesting Commencement Date:
    
    [INSERT VCD]Exercise Price per Share: $
    
    [INSERT PRICE/SHARE]Total Number of Shares Granted:
    
    [INSERT SHARES]Total Exercise Price: $
    
    [INSERT TOTAL X PRICE]Type of Option:
    
    Nonstatutory Stock Option (NSO)Term/Expiration Date:
    
    [INSERT TERM DATE]
 Vesting Schedule




---



##### 



Termination Period
  II.
AWARD AGREEMENT
  Participant Option Exercise Price
  Right to Exercise
 Method of Exercise Exhibit A Exercise Notice Exercised Shares
     -2-




---



##### 



i.e.,
Président du Conseil dAdministration, Directeur Général, Directeur Général Délégué, Membre du
Directoire, Gérant de Sociétés par actions
  Withholding Taxes
 -3-




---



##### 



Code Section 409A IRS discounted option deferred compensation
  -4-




---



##### 



th
           -5-




---



##### 



e.g.
    Participant hereby explicitly and unambiguously consents to the collection, use and transfer,
in electronic or other form, of Participants personal data as described in this Award Agreement
and any other Option grant materials by and among, as applicable, the Employer, the Company and its
Parents, Subsidiaries and affiliates for the exclusive purpose of implementing, administering and
managing Participants participation in the Plan.
 -6-




---



##### 



Participant understands that the Company and the Employer may hold certain personal
information about Participant, including, but not limited to, Participants name, home address and
telephone number, date of birth, or other identification number, salary, nationality, job title,
any shares of stock or directorships held in the Company, details of all Options or any other
entitlement to shares of stock awarded, canceled, exercised, vested, unvested or outstanding in
Participants favor, for the exclusive purpose of implementing, administering and managing the Plan
(Data).
 Participant understands that Data will be transferred to E*TRADE FINANCIAL, or such other
stock plan service provider as may be selected by the Company in the future, which is assisting the
Company with the implementation, administration and management of the Plan. Participant
understands that the recipients of the Data may be located in the United States or elsewhere, and
that the recipients country (e.g., the United States) may have different data privacy laws and
protections than France. Participant understands that Participant may request a list with the
names and addresses of any potential recipients of the Data by contacting Participants local human
resources representative. Participant authorizes the Company, E*TRADE FINANCIAL and any other
possible recipients which may assist the Company (presently or in the future) with implementing,
administering and managing the Plan to receive, possess, use, retain and transfer the Data, in
electronic or other form, for the sole purpose of implementing, administering and managing
Participants participation in the Plan. Participant understands that Data will be held only as
long as is necessary to implement, administer and manage Participants participation in the Plan.
Participant understands that Participant may, at any time, view Data, request additional
information about the storage and processing of Data, require any necessary amendments to Data or
refuse or withdraw the consents herein, in any case without cost, by contacting in writing
Participants local human resources representative. Participant understands, however, that
refusing or withdrawing consent may affect Participants ability to participate in the Plan. For
more information on the consequences of Participants refusal to consent or withdrawal of consent,
Participant understands that Participant may contact Participants local human resources
representative.
      -7-




---



##### 



[Remainder of Page Intentionally Left Blank]
 -8-




---



##### 



En cliquant sur le bouton Jaccepte ou en signant et renvoyant le présent document décrivant
les termes et conditions de cette attribution, le Participant confirme avoir lu et compris les
documents relatifs à cette attribution (le Formulaire dAttribution, le Plan U.S. tel quamendé par
le Plan pour la France et ce Contrat dAttribution) qui ont été communiqués au Participant en
langue anglaise. Le Participant en accepte les termes en connaissance de cause.
 PARTICIPANT:
    
    OMNITURE, INC.Signature
    
    ByPrint Name
    
    Print NameResidence AddressTitle
 -9-




---



##### 



EXHIBIT A
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 EXERCISE NOTICE
 Attention: Stock Plan Administration
 Exercise of Option
 Delivery of Payment
 Representations of Purchaser
 Rights as Stockholder
 Tax Consultation
 Entire Agreement; Governing Law




---



##### 



th
 Submitted by:
    
    Accepted by:PURCHASER:
    
    OMNITURE, INC.
 Signature
    
    ByPrint Name
    
    ItsAddress:
    
    Address:Omniture, Inc.550 East Timpanogos CircleOrem, Utah 84097Attention: Stock Plan AdministrationDate Received
 -2-




---



##### 



[FORM OF UK STOCK OPTION AWARD AGREEMENT]
 UK SUB-PLAN OF THE
 OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN
 STOCK OPTION AWARD AGREEMENT
 UK PARTICIPANTS
 Plan Award Agreement
 I.
    
    NOTICE OF STOCK OPTION GRANT
 Participants Name:
    
    [INSERT NAME]Participants Address:
    
    [INSERT ADDRESS]
  Grant Number:
    
    [INSERT GRANT NO.]Date of Grant:
    
    [INSERT GRANT DATE]Vesting Commencement Date:
    
    [INSERT VCD]Exercise Price per Share:
    
    $[INSERT PRICE/SHARE] USDTotal Number of Shares Granted:
    
    [INSERT SHARES]Total Exercise Price:
    
    $[INSERT TOTAL X PRICE]Type of Option:
    
    UK Unapproved OptionTerm/Expiration Date:
    
    [INSERT TERM DATE]
 Vesting Schedule




---



##### 



Termination Period
  II.
    
    AWARD AGREEMENT
  Participant Option Exercise Price Plan SAVE THAT
  Right to Exercise
 Method of Exercise Exhibit A Exercise Notice Exercised Shares Exhibit B
  -2-




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##### 



Tax Withholding
 Taxation Consequences Trigger Event
  NICs
  -3-




---



##### 



Option Tax Liability
  Secondary Contributor Joint Election
  1. In order to facilitate the administration of the Plan, it will be necessary for the Company
(or its payroll administrators) to collect, hold and process certain personal information about the
Participant and to transfer this data to the Company and to certain third parties such as brokers
with whom the Participant may elect to deposit any share capital under the Plan, including E*TRADE
FINANCIAL. The Participant consents to the Company (or its payroll administrators) collecting,
holding and processing its personal data and transferring this data to any other third parties
insofar as is reasonably necessary to implement, administer and manage the Plan.
     -4-




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##### 



th
            -5-




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##### 



e.g.
     Electronic Delivery
  -6-




---



##### 



Severability
  [Remainder of Page Intentionally Left Blank]
 -7-




---



##### 



PARTICIPANT:
    
    OMNITURE, INC.[name]
    
    [Officer name][Title]Residence Address:[address 1]
[city state zip]
 -8-




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##### 



EXHIBIT A
 UK SUB-PLAN OF THE
 OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN
 EXERCISE NOTICE
 Attention: Stock Plan Administration
 Exercise of Option Purchaser Option Shares Company Plan Award Agreement
 Delivery of Payment
 (a)
    
    the full Exercise Price for the Shares;(b)
    
    payment in respect of the Option Tax Liability (as defined in the
Award Agreement); and(c)
    
    confirmation that the Purchaser has delivered to the Secondary
Contributor (as defined in the Award Agreement) the liability pursuant to the
Joint Election and the Section 431 Election as set forth in the Award
Agreement.
 Representations of Purchaser
 Rights as Stockholder
 Tax Consultation




---



##### 



Entire Agreement; Governing Law th
 Submitted by:
    
    Accepted by:PURCHASER:
    
    OMNITURE, INC.:
 Signature:
    
    
    
    By:Name:
    
    
    
    Name:(please print)Title:Residence Address:Address:Omniture, Inc.550 East Timpanogos Circle
Orem, Utah 84097
United States of AmericaAttention: Stock Plan Administration
 -2-




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##### 



EXHIBIT B
  Joint
Election under s431 ITEPA 2003 for full or partial disapplication of
Chapter 2 Income Tax (Earnings and Pensions) Act 2003
 One Part Election
 1. Between
 the Employee:
    
    [insert name of employee]whose National Insurance Number is:
    
    [insert NINO]andthe Company (who is the Employees employer):
    
    Omniture Limitedof Company Registration Number:
    
    [Co Reg. No.]
 2. Purpose of Election
    Should the value of the securities fall following the acquisition, it is possible that Income
Tax/NIC that would have arisen because of any future chargeable event (in the absence of an
election) would have been less than the Income Tax/NIC due by reason of this election. Should this
be the case, there is no Income Tax/NIC relief available under Part 7 of ITEPA 2003; nor is it
available if the securities acquired are subsequently transferred, forfeited or revert to the
original owner.




---



##### 



3. Application
  Number of securities:
    
    [insert number]Description of securities:
    
    Common Stock of Omniture, Inc.Name of issuer of securities:
    
    Omniture, Inc
  4. Extent of Application
  5. Declaration
   /     /Signature (Employee)
    
    Date/     /Signature (for and on behalf of the company)
    
    DatePosition in company
 -2-




---



##### 



DATED:                
    ,
 OMNITURE INC.
  OMNITURE LIMITED
  PARTICIPANT
  
 JOINT ELECTION
 RELATING TO THE UK SUB-PLAN OF
 THE OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN




---



##### 



JOINT ELECTION
 BETWEEN
 (1)
    
    OMNITURE INC.whose office is located at 550 East Timpanogos Circle, Orem, Utah 84097,
United States of America (the Company);(2)
    
    OMNITURE LIMITED(company registration number 05149955) whose registered office is located at
Whitefriars, Lewins Mead, Bristol BS21 2NT (the Employer); and(3)
    
    [Insert Name of Participant]of [insert address of Participant](the Participant which
shall include his executors or administrators in the case of his death).
 INTRODUCTION
 (A)
    
    The Participant may be granted, from time to time, equity awards (each one an Award) to
acquire shares of common stock of the Company (the Shares) on terms to be set out in Award
Agreements to be issued pursuant to the UK Sub-Plan of the Omniture Inc. 2006 Equity Incentive
Plan (the Plan).
 (B)
    
    This joint election (the Joint Election) is in an approved format. The grant, exercise,
cancellation, release, assignment or other disposal of an Award is subject to the Participant
entering into this Joint Election.
 (C)
    
    The Participant is currently an employee of the Company.
 (D)
    
    The exercise, release, cancellation, assignment or other disposal of an Award (a Trigger
Event) (whether in whole or in part), may result in the Company or, if and to the extent that
there is a change in law, any other company or person who becomes the secondary contributor
for National Insurance contributions (NIC) purposes at the time of such Trigger Event having
a liability to pay employers (secondary) Class I NICs (or any tax or social security premiums
which may be introduced in substitution or in addition thereto) in respect of such Trigger
Event.
 (E)
    
    Where the context so admits, any reference in this Joint Election:
 (i)
    
    to the singular number shall be construed as if it referred also to the
plural number and vice versa;(ii)
    
    to the masculine gender shall be construed as though it referred also to the
feminine gender;




---



##### 



(iii)
    
    to a statute or statutory provision shall be construed as if it referred
also to that statute or provision as for the time being amended or re-enacted; and(iv)
    
    Shares means shares of common stock of the Company.
 2




---



##### 



AGREED TERMS
 1.
    
    Joint Election1.1
    
    It is a condition of the exercise, cancellation, release, assignment or other disposal of an
Award that the Participant has entered into this Joint Election with the Company.1.2
    
    The Participant and the Company elect to transfer the liability (the Liability) for all of
the employers (Secondary) Class I NICs referred to in (D) above and charged on payments or
other benefits arising on a Trigger Event and treated as remuneration and earnings pursuant to
section 4(4)(a) of the Social Security Contributions and Benefit Act 1992 (SSCBA) to the
Participant. This Joint Election is made pursuant to an arrangement authorised by paragraph
3B, Schedule 1 of the SSCBA.1.3
    
    This Joint Election does not apply in relation to any liability, or any part of any
liability, arising as a result of regulations being given retrospective effect by virtue of
section 4B(2) of the Social Security Contributions and Benefits Act 1992 or the Social
Security Contributions and Benefits (Northern Ireland) Act 1992.2.
    
    Restriction on registration until liability paid by ParticipantThe Participant hereby agrees that no Shares shall be registered in his name until he has
met the Liability as a result of a Trigger Event in accordance with this Joint Election.3.
    
    Payment3.1
    
    Where, in relation to an Award, the Participant is liable, or is in accordance with current
practice at the date of the Trigger Event believed by the Company to be liable (where it is
believed that the shares under option are readily convertible assets), to account to the HM
Revenue & Customs for the Liability, the Participant and the Company agree that, upon receipt
of the funds to meet the Liability from the Participant, such funds to meet the Liability
shall be paid to the Collector of Taxes or other relevant taxation authority by the Company on
the Participants behalf within 14 days of the end of the income tax month in which the gain
on the Option was made (the 14 day period) and for the purposes of securing payment of the
Liability the Participant will on the occurrence of a Trigger Event:
 (a)
    
    pay to the Company a cash amount equal to the Liability; and/or(b)
    
    suffer a deduction from salary or other remuneration due to the Participant
such deduction being in an amount not exceeding the Liability; and/or(c)
    
    at the request of the Company enter into such arrangement or arrangements
necessary or expedient with such person or persons (including the appointment of a
nominee on behalf of the Participant) to effect the sale of Shares acquired through
the exercise of the Option to cover all or any part of
 3




---



##### 



3.2
    
    The Participant hereby irrevocably appoints the Company as his attorney with full power in
his name to execute or sign any document and do any other thing which the Company may consider
desirable for the purpose of giving effect to the Participant satisfying the Liability under
clause 3.1 and satisfying any penalties and interest under clause 3.4, save that this power of
attorney shall be limited as set out below. The Participant further agrees to ratify and
confirm whatever the Company may lawfully do as his attorney. The power of attorney granted
in this clause shall be limited to the grant of a right for the Company to enter into such an
arrangement (as envisaged by clause 3.1(c)) on the Participants behalf to sell sufficient of
the Shares issued or transferred to the Participant on the exercise of the Option to meet the
Liability pursuant to clause 3.1 and any penalty or interest arising under clause 3.4.3.3
    
    The Company shall pass all monies it has collected from the Participant in respect of the
Liability to the Collector of Taxes by no later than 14 days after the end of the income tax
month in which the Trigger Event occurred. The Company shall be responsible for any penalties
or interest that may arise in respect of the Liability from any failure on its part after it
has collected any monies from the Participant to pass the Liability to the Collector of Taxes
within the said 14 days period.3.4
    
    If the Participant has failed to pay all or part of the Liability to the Company within the
14 day period the Participant hereby indemnifies the Company against such penalties or
interest that the Company would have to pay in respect of the late payment of all or part of
the Liability to the Collector of Taxes.4.
    
    Termination of Joint Election4.1
    
    This Joint Election shall cease to have effect on the occurrence of any of the following:
 (a)
    
    if the terms of this Joint Election are satisfied in the reasonable opinion
of the Company and the Participant;(b)
    
    if the Company and the Participant jointly agree in writing to revoke this
Joint Election;(c)
    
    if the HM Revenue & Customs withdraws approval of this Joint Election so far
as it relates to share options covered by the Joint Election but not yet granted;(d)
    
    if the Options lapse or no Option is otherwise capable of being exercised
pursuant to the UK Sub-Plan of the Plan; and/or(e)
    
    if the Company serves notice on the Participant that the Joint Election is to
cease to have effect.
 4




---



##### 



5.
    
    Further assurance5.1
    
    The Company and the Participant shall do all such things and execute all such documents as
may be necessary or desirable to ensure that this Joint Election complies with all relevant
legislation and/or HM Revenue & Customs requirements.5.2
    
    The Participant shall notify the Company in writing of any Trigger Event which occurs in
relation to an Award within three (3) days of such Trigger Event.6.
    
    Secondary ContributorThe Company enters into this Joint Election on its own behalf, or, if and to the extent
that there is a change in law, any other company or person who is or becomes a secondary
contributor for NIC purposes in respect of an Award. It is agreed that the Company can
enforce the terms of this Joint Election against the Participant on behalf of any such
company.7.
    
    Binding Effect7.1
    
    The Participant agrees to be bound by the terms of this Joint Election and for the avoidance
of doubt the Participant shall continue to be bound by the terms of this Joint Election
regardless of which country the Participant is working in when the Liability arises and
regardless of whether the Participant is an employee of the Company when the Liability arises.7.2
    
    The Company agrees to be bound by the terms of this Joint Election and for the avoidance of
doubt the Company shall continue to be bound by the terms of this Joint Election regardless of
which country the Participant is working in when the Liability arises and regardless of
whether the Participant is an employee of the Company when the Liability arises.8.
    
    Governing LawThis Joint Election shall be governed by and construed in accordance with English law and
the parties irrevocably submit to the non-exclusive jurisdiction of the English Courts to
settle any claims, disputes or issues which may arise out of this deed.This Joint Election
has been executed and delivered as a deed on the date written above.
 5




---



##### 



SIGNED as a Deed by [Insert Name of Participant]:
 in the presence of:Witness signature:Name:Address:Occupation:
 SIGNED as a DEED
 by OMNITURE INC.
 
 Authorised signatoryAuthorised signatory
 SIGNED as a DEED  by OMNITURE LIMITED
  DirectorDirector / Secretary
 6




---



##### 



[FORM OF U.S. RESTRICTED STOCK UNIT AWARD]
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 RESTRICTED STOCK UNIT AWARD AGREEMENT
 Plan Award Agreement
 I.
    
    NOTICE OF RESTRICTED STOCK UNIT GRANT
 Participants Name:
    
    [INSERT NAME]Participants Address:
    
    [INSERT ADDRESS]
  Grant Number:
    
    [INSERT GRANT NUMBER]Date of Grant:
    
    [INSERT GRANT DATE]Vesting Commencement Date:
    
    [INSERT VCD]Number of Restricted Stock Units:
    
    [INSERT NUMBER OF SHARES]
 Vesting Schedule
    II.
    
    AGREEMENT
 Grant of Restricted Stock Unit
 Participant
 -1-




---



##### 



Companys Obligation to Pay
 1 2
 Vesting Schedule
  Administrator Discretion
  ,
 -2-




---



##### 



Forfeiture upon Termination of Status as a Service Provider
  Death of Participant
  Withholding of Taxes
  Entire Agreement; Governing Law
  -3-




---



##### 



th
 Rights as Stockholder
  J. NO GUARANTEE OF CONTINUED SERVICE .
 PARTICIPANT ACKNOWLEDGES AND AGREES THAT THE VESTING OF THE RESTRICTED STOCK UNITS PURSUANT TO
THE VESTING SCHEDULE HEREOF IS EARNED ONLY BY CONTINUING AS A SERVICE PROVIDER AT THE WILL OF THE
COMPANY (OR THE PARENT OR SUBSIDIARY EMPLOYING OR RETAINING PARTICIPANT) AND NOT THROUGH THE ACT OF
BEING HIRED, BEING GRANTED THIS AWARD OF RESTRICTED STOCK UNITS OR ACQUIRING SHARES HEREUNDER.
PARTICIPANT FURTHER ACKNOWLEDGES AND AGREES THAT THIS AWARD AGREEMENT, THE TRANSACTIONS
CONTEMPLATED HEREUNDER AND THE VESTING SCHEDULE SET FORTH HEREIN DO NOT CONSTITUTE AN EXPRESS OR
IMPLIED PROMISE OF CONTINUED ENGAGEMENT AS A SERVICE PROVIDER FOR THE VESTING PERIOD, FOR ANY
PERIOD, OR AT ALL, AND WILL NOT INTERFERE IN ANY WAY WITH PARTICIPANTS RIGHT OR THE RIGHT OF THE
COMPANY (OR THE PARENT OR SUBSIDIARY EMPLOYING OR RETAINING PARTICIPANT) TO TERMINATE PARTICIPANTS
RELATIONSHIP AS A SERVICE PROVIDER AT ANY TIME, WITH OR WITHOUT CAUSE.
 Data Privacy .
 Participant hereby explicitly and unambiguously consents to the collection, use and transfer,
in electronic or other form, of Participants personal data as described in this Award Agreement
and any other Award grant materials by and among, as applicable, the employer, the Company and its
Parents, Subsidiaries and affiliates for the exclusive purpose of implementing, administering and
managing Participants participation in the Plan.
 Participant understands that the Company and the employer may hold certain personal
information about Participant, including, but not limited to, Participants name, home address and
telephone number, date of birth, social insurance number or other identification number, salary,
nationality, job title, any shares of stock or directorships held in the Company, details of all
Awards or any other entitlement to shares of stock awarded, canceled, exercised, vested, unvested
or outstanding in Participants favor, for the exclusive purpose of implementing, administering and
managing the Plan (Data).
 -4-




---



##### 



Participant understands that Data will be transferred to E*TRADE FINANCIAL, or such other
stock plan service provider as may be selected by the Company in the future, which is assisting the
Company with the implementation, administration and management of the Plan. Participant
understands that the recipients of the Data may be located in the United States or elsewhere, and
that the recipients country (e.g., the United States) may have different data privacy laws and
protections than Participants country. Participant understands that Participant may request a
list with the names and addresses of any potential recipients of the Data by contacting
Participants local human resources representative. Participant authorizes the Company, E*TRADE
FINANCIAL and any other possible recipients which may assist the Company (presently or in the
future) with implementing, administering and managing the Plan to receive, possess, use, retain and
transfer the Data, in electronic or other form, for the sole purpose of implementing, administering
and managing Participants participation in the Plan. Participant understands that Data will be
held only as long as is necessary to implement, administer and manage Participants participation
in the Plan. Participant understands that Participant may, at any time, view Data, request
additional information about the storage and processing of Data, require any necessary amendments
to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in
writing Participants local human resources representative. Participant understands, however, that
refusing or withdrawing consent may affect Participants ability to participate in the Plan. For
more information on the consequences of Participants refusal to consent or withdrawal of consent,
Participant understands that Participant may contact Participants local human resources
representative.
 Address for Notices
  Grant is Not Transferable
  Binding Agreement
  Additional Conditions to Issuance of Stock
  -5-




---



##### 



Administrator Authority
  Electronic Delivery
  Captions
  Severability
  Amendment, Suspension or Termination of the Plan
   -6-




---



##### 



PARTICIPANT:
    
    OMNITURE, INC.Signature
    
    ByPrint Name
    
    TitleResidence Address:
 -7-




---



##### 



[FORM OF N0N-U.S. RESTRICTED STOCK UNIT AWARD AGREEMENT]
 OMNITURE, INC.
 2006 EQUITY INCENTIVE PLAN
 RESTRICTED STOCK UNIT AWARD AGREEMENT
 NON-U.S. PARTICIPANTS
 Plan Award Agreement
 I.
    
    NOTICE OF RESTRICTED STOCK UNIT GRANT
 Participants Name:
    
    [INSERT NAME]Participants Address:
    
    [INSERT ADDRESS]
  Grant Number:
    
    [INSERT GRANT NUMBER]Date of Grant:
    
    [INSERT GRANT DATE]Vesting Commencement Date:
    
    [INSERT VCD]Number of Restricted Stock Units:
    
    [INSERT NUMBER OF SHARES]
 Vesting Schedule
    II.
    
    AGREEMENT
 Grant of Restricted Stock Unit
 Participant




---



##### 



Companys Obligation to Pay
 1 2
 Vesting Schedule
  Administrator Discretion
  separation from service , specified employee Section 409A
 -2-




---



##### 



Forfeiture upon Termination of Status as a Service Provider
  Death of Participant
  Withholding of Taxes
 Employer Tax-Related Items
      -3-




---



##### 



Entire Agreement; Governing Law
 th
 Rights as Stockholder
  NO GUARANTEE OF CONTINUED SERVICE
  -4-




---



##### 



Nature of Grant
           -5-




---



##### 



e.g garden leave
   Data Privacy .
 Participant hereby explicitly and unambiguously consents to the collection, use and transfer,
in electronic or other form, of Participants personal data as described in this Award Agreement
and any other Award grant materials by and among, as applicable, the Employer, the Company and its
Parents, Subsidiaries and affiliates for the exclusive purpose of implementing, administering and
managing Participants participation in the Plan.
 Participant understands that the Company and the Employer may hold certain personal
information about Participant, including, but not limited to, Participants name, home address and
telephone number, date of birth, social insurance number or other identification number, salary,
nationality, job title, any shares of stock or directorships held in the Company, details of all
Awards or any other entitlement to shares of stock awarded, canceled, exercised, vested, unvested
or outstanding in Participants favor, for the exclusive purpose of implementing, administering and
managing the Plan (Data).
 Participant understands that Data will be transferred to E*TRADE FINANCIAL, or such other
stock plan service provider as may be selected by the Company in the future, which is assisting the
Company with the implementation, administration and management of the Plan. Participant
understands that the recipients of the Data may be located in the United States or elsewhere, and
that the recipients country (e.g., the United States) may have different data privacy laws and
protections than Participants country. Participant understands that Participant may request a
list with the names and addresses of any potential recipients of the Data by contacting
Participants local human resources representative. Participant authorizes the Company, E*TRADE
FINANCIAL and any other possible recipients which may assist the Company (presently or in the
future) with implementing, administering and managing the Plan to receive, possess, use, retain and
transfer the Data, in electronic or other form, for the sole purpose of implementing, administering
and managing Participants participation in the Plan. Participant understands that Data will be
held only as long as is necessary to implement, administer and manage Participants participation
in the Plan. Participant understands that Participant may, at any time, view Data, request
additional information about the storage and processing of Data, require any necessary amendments
to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in
writing Participants local human resources representative. Participant understands, however, that
refusing or withdrawing consent may affect Participants ability to participate in the Plan. For
more information on the consequences of Participants refusal to consent or withdrawal of consent,
Participant understands that Participant may contact Participants local human resources
representative.
 -6-




---



##### 



Address for Notices
  Grant is Not Transferable
  Binding Agreement
  Additional Conditions to Issuance of Stock
  Administrator Authority
  -7-




---



##### 



Language
  Electronic Delivery
  Captions
  Severability
  Exhibit
 Exhibit A Exhibit A
 -8-




---



##### 



PARTICIPANT:
    
    OMNITURE, INC.Signature
    
    ByPrint Name
    
    TitleResidence Address:
 -9-




---



##### 



EXHIBIT A
 OMNITURE, INC. 2006 EQUITY INCENTIVE PLAN
 RESTRICTED STOCK UNIT AWARD AGREEMENT
 SPECIAL TERMS FOR PARTICIPANTS OUTSIDE THE U.S.
 Exhibit A Exhibit A
 Exhibit A
 Accordingly, Participant is strongly advised to seek appropriate professional advice as to how the
relevant laws in Participants country apply to his or her specific situation.
 If Participant is a citizen or resident of another country, or is considered a resident of another
country for local law purposes, the information contained in this Appendix may not be applicable to
him or her
 Australia
 Securities Law Disclaimer
  Restricted Stock Units Payable Only in Shares
 i.e
 Japan
  Page 1




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##### 



United Kingdom
 Eligibility
  Withholding
          Page 2




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##### 



Joint Election
  Page 3