0000950123-10-000709 Sample Contracts

Performance-Based Restricted Share Unit Award Agreement under the SMART Modular Technologies (WWH), Inc. Amended and Restated Stock Incentive Plan
Performance-Based Restricted Share Unit Award Agreement • January 6th, 2010 • SMART Modular Technologies (WWH), Inc. • Semiconductors & related devices

SMART Modular Technologies (WWH), Inc., an exempted company organised under the laws of the Cayman Islands (the “Company”), hereby grants the number of restricted share units (each representing an ordinary share of the company (the “Shares”)) set forth above (the “RSUs”), as of the date of grant set forth above (the “Grant Date”), to the above-named participant (“Participant”) pursuant to Section 7 of the Company’s Amended and Restated Stock Incentive Plan (the “Plan”), in consideration for your services to the Company or any of its Affiliates.

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FORM OF SECOND AMENDED AND RESTATED INDEMNIFICATION AGREEMENT SMART Modular Technologies (WWH), Inc. (a Cayman Islands company)
Indemnification Agreement • January 6th, 2010 • SMART Modular Technologies (WWH), Inc. • Semiconductors & related devices • New York

This Second Amended and Restated Indemnification Agreement (this “Agreement”), made and entered into as of the day of , 20 , by and between SMART Modular Technologies (WWH), Inc., an exempted company organized under the laws of the Cayman Islands (the “Company”), and (“Indemnitee”).

Restricted Share Unit Award Agreement under the SMART Modular Technologies (WWH), Inc. Amended and Restated Stock Incentive Plan
Restricted Share Unit Award Agreement • January 6th, 2010 • SMART Modular Technologies (WWH), Inc. • Semiconductors & related devices

SMART Modular Technologies (WWH), Inc., an exempted company organized under the laws of the Cayman Islands (the “Company”), hereby grants the number of restricted share units (each representing an ordinary share of the company (the “Shares”)) set forth above (the “RSUs”), as of the date of grant set forth above (the “Grant Date”), to the above-named participant (“Participant”) pursuant to Section 7 of the Company’s Amended and Restated Stock Incentive Plan (the “Plan”), in consideration for your services to the Company.

Restricted Share Unit Award Agreement under the SMART Modular Technologies (WWH), Inc. Amended and Restated Stock Incentive Plan
Restricted Share Unit Award Agreement • January 6th, 2010 • SMART Modular Technologies (WWH), Inc. • Semiconductors & related devices

SMART Modular Technologies (WWH), Inc., an exempted company organized under the laws of the Cayman Islands (the “Company”), hereby grants the number of restricted share units (each representing an ordinary share of the company (the “Shares”)) set forth above (the “RSUs”), as of the date of grant set forth above (the “Grant Date”), to the above-named participant (“Participant”) pursuant to Section 7 of the Company’s Amended and Restated Stock Incentive Plan (the “Plan”), in consideration for your services to the Company.

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