0001437749-12-010416 Sample Contracts

Contract
Performance Cash Unit Award Agreement • October 19th, 2012 • Shaw Group Inc • Miscellaneous fabricated metal products • Louisiana

This Performance Cash Unit (“PCU”) Award Agreement (the “Agreement”) dated as of [Insert Grant Date] (the “Grant Date” – i.e. the date on which the PCUs evidenced hereby were granted) is entered into between The Shaw Group Inc. (the “Company”) and [Insert Recipient’s Name] (the “Recipient”) pursuant to The Shaw Group Inc. 2008 Omnibus Incentive Plan (as the same may hereafter be amended, supplemented or otherwise modified, the “Plan”).

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Contract
Restricted Stock Unit Award Agreement • October 19th, 2012 • Shaw Group Inc • Miscellaneous fabricated metal products • Louisiana

This Section 16 Officer Restricted Stock Unit (“RSU”) Award Agreement (“the Agreement”) dated as of [Insert Grant Date]1 (the “Grant Date”) is entered into between The Shaw Group Inc. (the “Company”) and [Insert Recipient’s Name] (the “Recipient”) pursuant to The Shaw Group Inc. 2008 Omnibus Incentive Plan (as the same may hereafter be amended, supplemented or otherwise modified, the “Plan”).

Sample 1
EMPLOYEE RESTRICTED STOCK UNIT AWARD AGREEMENT The Shaw Group Inc.
Employee Restricted Stock Unit Award Agreement • October 19th, 2012 • Shaw Group Inc • Miscellaneous fabricated metal products • Louisiana

This Employee Restricted Stock Unit (“RSU”) Award Agreement (the “Agreement”) dated as of [Insert Grant Date]1 (the “Grant Date”) is entered into between The Shaw Group Inc. (the “Company”) and [Insert Recipient’s Name] (the “Recipient”) pursuant to The Shaw Group Inc. 2008 Omnibus Incentive Plan (as the same may hereafter be amended, supplemented or otherwise modified, the “Plan”).

Sample 1
EMPLOYEE CASH SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT The Shaw Group Inc.
Employee Cash Settled Restricted Stock Unit Award Agreement • October 19th, 2012 • Shaw Group Inc • Miscellaneous fabricated metal products • Louisiana

This Employee Cash Settled Restricted Stock Unit (“RSU”) Award Agreement (the “Agreement”) dated as of [Insert Grant Date] 1 (the “Grant Date”) is entered into between The Shaw Group Inc. (the “Company”) and [Insert Recipient’s Name] (the “Recipient”) pursuant to The Shaw Group Inc. 2008 Omnibus Incentive Plan (as the same may hereafter be amended, supplemented or otherwise modified, the “Plan”).

Sample 1
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