Exhibit 10.5

AGILENT TECHNOLOGIES, INC.

1999 Stock Plan

Stock Award Agreement (“Award Agreement”)

For Awards Granted to Employees in France

Section 1.               Grant of Stock Award .  This Stock Award Agreement, dated as of the date of grant indicated in your account maintained by the company providing administrative services in connection with the Plan (as defined below) (the “External Administrator”), is entered into between Agilent Technologies, Inc. (the “Company”), and you as an individual who has been granted Restricted Stock Units (the “Awardee”) pursuant to the Agilent Technologies, Inc. 1999 Stock Plan (the “Plan”). This Stock Award represents the right to receive the number of shares of the Company’s $0.01 par value voting common stock indicated in the Awardee’s External Administrator account, subject to the fulfillment of the conditions set forth below and pursuant to and subject to the terms and conditions set forth in the Plan, the Agilent Technologies, Inc. 1999 Stock Plan for Awards Granted to Employees in France (the “French RSU Plan”) and the administrative rules thereunder. Capitalized terms used and not otherwise defined herein are used with the same meanings as in the Plan or the French RSU Plan, as applicable. The Stock Award is an unfunded and unsecured promise by the Company to deliver shares in the future.

This Stock Award is intended to be a grant of French qualified shares which qualifies for favorable tax and social security contributions treatment in France under Section L. 225-197-1 to L. 225-197-5 of the French Commercial Code, as amended.

Section 2.               Vesting Period .   So long as Awardee remains an Awardee Eligible to Vest, the Stock Award shall vest as to 100% of the shares on the second anniversary of the date of grant stated in Section 1 above.

Section 3.               Nontransferability of Stock Award .   This Stock Award shall not be transferable by Awardee otherwise than by will or by the laws of descent and distribution. The terms of this Stock Award shall be binding on the executors, administrators, heirs and successors of Awardee.

Section 4.               Termination of Employment or Service .

(a)            Any unvested Stock Award shall be forfeited immediately when the Awardee ceases to be an Awardee Eligible to Vest, except as described in Sections 4(b)-(e) below. Except as the Committee may otherwise determine, termination of Awardee’s employment or service for any reason shall occur on the date such Awardee ceases to perform services for the Company or any Affiliate without regard to whether such Awardee continues thereafter to receive any compensatory payments therefrom or is paid salary thereby in lieu of notice of termination or, with respect to a member of the Board who is not also an employee of the Company or any Subsidiary, the date such Awardee is no longer a member of the Board.

Except as the Committee may otherwise determine, termination of Awardee’s employment or service for any reason shall occur on the date such Awardee ceases to perform services for the Company or any Affiliate.

(b)            Notwithstanding any provision in the Plan to the contrary, in the event of Awardee’s death while employed by the Company or its French Subsidiary, on the date of death, the Stock Award shall become fully vested and transferable to Awardee’s heirs. Awardee’s heirs may request issuance of the underlying shares within six months of Awardee’s death. If Awardee’s heirs do not request the issuance of the underlying shares within six months of Awardee’s death, the Stock Award will be forfeited.

(c)            Notwithstanding any provision in the Plan to the contrary, if an Awardee terminates employment due to total and permanent disability or due to retirement in accordance with the Company’s local retirement policy, any unvested Stock Award will continue to vest under the vesting schedule set forth in Section 2.

 (d)           In the event of a Change of Control of the Company (as defined in Section 15(c) of the Plan or any successor), the Stock Award shall vest in full immediately prior to the closing of the transaction. The foregoing shall not apply where the Stock Award is assumed, converted or replaced in full by the successor corporation or a parent or subsidiary of the successor; provided, however, that in the event of a Change of Control in which one or more of the successor or a parent or subsidiary of the successor has issued publicly traded equity securities, the assumption, conversion, replacement or continuation shall be made by an entity with publicly traded securities and shall provide that the holders of such assumed, converted, replaced or continued Stock Awards shall be able to acquire such publicly traded securities. If vesting occurs prior to the second anniversary of the date of grant provided in Section 1 above, the Stock Award will be disqualified and will no longer benefit from the favorable tax and social security treatment in France.

(e)            Notwithstanding any provision in the Plan to the contrary, if an Awardee ceases to be an Awardee Eligible to Vest as a result of participation in the Company’s Workforce Management Program, any unvested Stock Award will continue to vest under the vesting schedule set forth in Section 2.

(f)             Sections 12(b), (c), (d) and (e) of the Plan shall not apply to this Stock Award.

Section 5.               Restrictions on Sale of Shares .   The Company shall not be obligated to issue any shares of Common Stock pursuant to this Stock Award unless the shares are at that time effectively registered or exempt from registration under the U.S. Securities Act of 1933, as amended, and, as applicable, local laws. Awardee may not sell or transfer the shares issued pursuant to the Stock Award prior to the second anniversary of each vesting date or such other period as is required to comply with the minimum mandatory holding period applicable to shares underlying French-qualified awards under Section L. 225-197-1 of the French Commercial Code, the French Tax Code or the French Social Security Code, as amended. Notwithstanding the above, the Awardee’s heirs, in case of the Awardee’s death, or the Awardee in case of the

Awardee’s Disability (as defined under the French RSU Plan), are not subject to this restriction on the sale of shares.

Nevertheless, if Awardee qualifies as a corporate officer under French law (“mandataire social”) on the Grant Date, Awardee must hold 20% of the shares issued to him or her upon vesting of the Stock Awards in a nominative account until the termination of the Awardee’s function as a corporate officer.

In addition, the underlying shares cannot be sold during certain “Closed Periods” as provided for by Section L. 225-197-1 of the French Commercial Code, as amended, so long as those Closed Periods are applicable to shares underlying French-qualified award s , as interpreted by the French administrative guideline, to the extent applicable.

Section 6.              Responsibility for Taxes .   Regardless of any action the Company or Awardee’s employer (the “ Employer ”) takes with respect to any or all income tax, social insurance, payroll tax or other tax-related withholding (the “ Tax-Related Items ”), Awardee acknowledges that the ultimate liability for all Tax-Related Items legally due by Awardee is and remains Awardee’s responsibility and that the Company and/or