0000950129-08-001383 Sample Contracts

SMITH INTERNATIONAL, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 29th, 2008 • Smith International Inc • Oil & gas field machinery & equipment • Texas

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into by and between Smith International, Inc., a Delaware corporation (the “Company”) and «Name_First» «Name_Mi» «Name_Last», an individual and Employee of the Company or one of its Subsidiaries (“Grantee”), on the ___th day of ___, 20___(the “Grant Date”), subject to the terms and provisions of the Smith International, Inc., Second Amended and Restated 1989 Long-Term Incentive Compensation Plan, as amended from time to time (the “Plan”). The Plan is hereby incorporated herein in its entirety by this reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.

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SMITH INTERNATIONAL, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 29th, 2008 • Smith International Inc • Oil & gas field machinery & equipment • Texas

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into by and between Smith International, Inc., a Delaware corporation (the “Company”) and <<Name_First>> <<Name_Mi>> <<Name_Last>>, an individual and Employee of the Company or one of its Subsidiaries (“Grantee”), on the ___th day of , 20___, (the “Grant Date”), subject to the terms and provisions of the Smith International, Inc., Second Amended and Restated 1989 Long-Term Incentive Compensation Plan, as amended from time to time (the “Plan”). The Plan is hereby incorporated herein in its entirety by this reference. Capitalized terms not otherwise defined in this Agreement shall have the meaning given to such terms in the Plan.

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