0001193125-13-261455 Sample Contracts

WORKDAY, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 17, 2013 1.50% Convertible Senior Notes due 2020
Indenture • June 17th, 2013 • Workday, Inc. • Services-computer processing & data preparation • New York

INDENTURE, dated as of June 17, 2013, between WORKDAY, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

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June 11, 2013
Base Call Option Transaction • June 17th, 2013 • Workday, Inc. • Services-computer processing & data preparation

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ] (“Dealer”)[, through its agent [ ] (the “Agent”),] and Workday, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction. [Dealer is not a member of the Securities Investor Protection Corporation (“SIPC”). Dealer is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.]

June 11, 2013
Warrant Confirmation • June 17th, 2013 • Workday, Inc. • Services-computer processing & data preparation

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Workday, Inc. (“Company”) to [ ] (“Dealer”)[through its agent [ ] (the “Agent”)] as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction. [Dealer is not a member of the Securities Investor Protection Corporation (“SIPC”). Dealer is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.]

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