0001140536-13-000015 Sample Contracts

WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY RESTRICTED SHARE UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Restricted Share Unit Award Agreement • November 5th, 2013 • Willis Group Holdings PLC • Insurance agents, brokers & service

THIS RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”), effective as of August 12, 2013, is made by and between Willis Group Holdings Public Limited Company, hereinafter referred to as the “Company,” and the individual (the “Director”) who has duly completed, executed and delivered the Award Acceptance Form, a copy of which is attached hereto as Schedule A and which is deemed to be part hereof (the “Acceptance Form”).

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TIME-BASED RESTRICTED SHARE UNIT AWARD AGREEMENT
Time-Based Restricted Share Unit Award Agreement • November 5th, 2013 • Willis Group Holdings PLC • Insurance agents, brokers & service

WHEREAS, Willis Group Holdings Public Limited Company and any successor thereto, hereinafter referred to as the "Company," has adopted the Willis Group Holdings Public Limited Company 2012 Equity Incentive Plan, as may be amended from time to time (the "Plan");

TIME-BASED SHARE OPTION AWARD AGREEMENT
Time-Based Share Option Award Agreement • November 5th, 2013 • Willis Group Holdings PLC • Insurance agents, brokers & service

WHEREAS, Willis Group Holdings Public Limited Company and any successor thereto, hereinafter referred to as the "Company," has adopted the Willis Group Holdings Public Limited Company 2012 Equity Incentive Plan, as may be amended from time to time (the "Plan");

WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY
Performance-Based Restricted Share Unit Award Agreement • November 5th, 2013 • Willis Group Holdings PLC • Insurance agents, brokers & service

WHEREAS, Willis Group Holdings Public Limited Company and any successor thereto, hereinafter referred to as the "Company," has adopted the Willis Group Holdings Public Limited Company 2012 Equity Incentive Plan, as may be amended from time to time (the "Plan");

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