0001193125-12-084766 Sample Contracts

FORM OF XYLEM
2011 Omnibus Incentive Plan • February 28th, 2012 • Xylem Inc. • Pumps & pumping equipment • New York

THIS AGREEMENT (the “Agreement”), effective as of the 2nd day of March, 2012, by and between Xylem Inc. (the “Company”) and [name] (the “Grantee”), WITNESSETH:

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FORM OF XYLEM
2011 Omnibus Incentive Plan • February 28th, 2012 • Xylem Inc. • Pumps & pumping equipment • New York

THIS AGREEMENT (the “Agreement”), effective as of the 2nd day of March, 2012, by and between Xylem Inc. (the “Company”) and [name] (the “Optionee”), WITNESSETH:

FORM OF XYLEM Non-Employee Director
Award Agreement • February 28th, 2012 • Xylem Inc. • Pumps & pumping equipment • New York

Xylem Inc. (the “Company”) grants to the Director named below, in accordance with the terms of the Xylem 2011 Omnibus Incentive Plan (the “Plan”) and this Restricted Stock Unit award agreement (this “Agreement”), the number of Restricted Stock Units (the “Restricted Stock Units” or the “Award”) provided as follows:

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