EMULEX CORPORATION
AMENDED AND RESTATED 2005 EQUITY INCENTIVE PLAN
 RESTRICTED STOCK UNIT AWARD AGREEMENT
FOR NON-U.S. GRANTEES
 Agreement Grant Date Notice Company Grantee
 Plan Award Restricted Stock Units Appendix
  Basis for Award
 Restricted Stock Unit Award Common Stock
 Vesting
 Conversion of Units and Issuance of Shares Final Vesting Date
 Compliance with Laws and Regulations




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Tax Obligations Employer Tax-Related Items
  (i)
    
    requiring Grantee to tender a cash payment to the Company or the Employer in
the amount of the Tax-Related Items;(ii)
    
    withholding from Grantees wages or other cash compensation paid to Grantee by
the Company and the Employer;(iii)
    
    withholding from proceeds of the sale of shares of Common Stock acquired upon
vesting of the Restricted Stock Units either through a voluntary sale or through a
mandatory sale arranged by the Company (on Grantees behalf pursuant to this
authorization); and(iv)
    
    withholding in shares of Common Stock to be issued upon vesting of the
Restricted Stock Units.
  Exchange Act
  Nature of the Award
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e.g.
  No Advice Regarding Grant
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Data Privacy . Grantee hereby explicitly and unambiguously consents to the collection, use
and transfer, in electronic or other form, of Grantees personal data as described in this
Agreement and any other Award materials by and among, as applicable, the Employer, the Company or
an Affiliate for the exclusive purpose of implementing, administering and managing Grantees
participation in the Plan.
 Grantee understands that the Company and the Employer may hold certain personal information
about Grantee, including, but not limited to, his or her name, home address and telephone number,
date of birth, social insurance number or other identification number, salary, nationality, job
title, any shares of stock or directorships held in the Company, details of all Restricted Stock
Units or any other entitlement to shares of stock awarded, canceled, exercised, vested, unvested or
outstanding in Grantees favor, for the exclusive purpose of implementing, administering and
managing the Plan (Data).
 Grantee understands that Data will be transferred to E*TRADE Financial Corporation or such
other stock plan service provider as may be selected by the Company in the future, which is
assisting the Company with the implementation, administration and management of the Plan. Grantee
understands that the recipients of Data may be located in the United States or elsewhere, and that
the recipients country (e.g., the United States) may have different data privacy laws and
protections from Grantees country. Grantee understands that he or she may request a list with the
names and addresses of any potential recipients of Data by contacting Grantees local human
resources representative. Grantee authorizes the Company, E*TRADE Financial Corporation and any
other possible recipients which may assist the Company (presently or in the future) with
implementing, administering and managing the Plan to receive, possess, use, retain and transfer
Data, in electronic or other form, for the sole purpose of implementing, administering and managing
Grantees participation in the Plan. Grantee understands that Data will be held only as long as is
necessary to implement, administer and manage his or her participation in the Plan. Grantee
understands that he or she may, at any time, view Data, request additional information about the
storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the
consents herein, in any case without cost, by contacting in writing Grantees local human resources
representative. Grantee understands, however, that refusing or withdrawing his or her consent may
affect Grantees ability to participate in the Plan. For more information on the consequences of
Grantees refusal to consent or withdrawal of consent, Grantee understands that he or she may
contact his or her local human resources representative.
 10. Representations and Warranties of Grantee
 Terms of the Plan
 Further Documents
 Compliance with Securities Laws
 Cancellation of Unvested Stock Units
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Transferability
 Adjustments
 Modification
 Plan Governs
 Interpretation
 Entire Agreement
 Notices
 Successors and Assigns
 Governing Law and Choice of Venue
 Language
 Electronic Delivery and Participation
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Severability
 Appendix
 Imposition of Other Requirements
 * * * * *
 By signing the Notice, Grantee agrees to the terms and conditions set forth in this Agreement
(including the Appendix), as well as the terms and conditions set forth in the Plan.
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