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Confidential Materials omitted and filed separately with the Securities and Exchange
Commission. Asterisks denote omissions.
 2006 EQUITY INCENTIVE PLAN OF SS&C TECHNOLOGIES HOLDINGS, INC.
STOCK OPTION GRANT NOTICE AND
STOCK OPTION AGREEMENT
 STOCK OPTION GRANT NOTICE
 Plan
 Agreement
 Name of Optionee:Total Number of Shares subject to the Option:Exercise Price per Share:
    
    
    
   $Total Exercise Price:
    
    
    
    $Grant Date:Type of Option:
    
    
    
    Non-Qualified Stock OptionFinal Expiration Date:
    
    
    
    [10 years from Grant Date]Vesting Schedule:
    
    This Option will vest and become exercisable in accordance with
the vesting schedule set forth in Article II of the Stock Option
Agreement depending on the classification of the Option as
follows:Time Options:
    
    Shares Subject to the OptionPerformance Options:
    
    Shares Subject to the OptionSuperior Options:
    
    Shares Subject to the Option
 ACCORDINGLY, PLEASE BE
SURE TO READ ALL OF THE AGREEMENT, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS OPTION.
 OPTIONEE
 [NAME]
 SS&C TECHNOLOGIES HOLDINGS, INC.
 By
    
    Title:
 [Stock Option Grant Notice]
 1




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APPENDIX A
 STOCK OPTION AGREEMENT
 ARTICLE I  GRANT OF OPTION
 Section 1.1 Grant of Option
 Section 1.2 Option Subject to Plan
 Section 1.3 Exercise Price
 ARTICLE II  VESTING SCHEDULE; EXERCISABILITY
 Section 2.1 Commencement of Vesting and Exercisability of Time Options
 Vesting.
 
  Liquidity Event Vesting.
 Section 2.2 Commencement of Vesting and Exercisability of Performance Options
 Performance Acceleration.




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1 Applicable Year Yearly Performance Based Acceleration
 2
 2
 2
 3
 3
 3
 Catch-up Vesting; Forward Vesting.
 
 1
    
    For Performance Options awarded in 2006, the
applicable fiscal years are Fiscal Year 2006 through 2010.2
    
    For Performance Options awarded in 2006, the
applicable fiscal years are Fiscal Year 2006 and 2007.3
    
    For Performance Options awarded in 2006, the
applicable fiscal years are Fiscal Year 2008 through 2010.




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Excess Amount
   Liquidity Event Vesting.
  less
  Additional Liquidity Event Vesting. if and only if




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equals or exceeds
 Internal Rate of Return Acceleration.
 Section 2.3 Commencement of Vesting and Exercisability of Superior Options
 Performance Acceleration.
    Internal Rate of Return Acceleration
 Section 2.4 Administrator Determination of Targets
 Section 2.5 No Vesting of Options




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Section 2.6 Duration of Exercisability
 Section 2.7 Expiration of Option
         Section 2.8 Partial Exercise
 Section 2.9 Exercise of Options




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Section 2.10 Manner of Exercise; Tax Withholding




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ARTICLE III  OTHER PROVISIONS
 Section 3.1 Optionee Representation; Not a Contract of Service
 Section 3.2 Shares Subject to Plan and Stockholders Agreement; Restrictions on the
Transfer of Options and Common Stock
 Section 3.3 Construction
 Section 3.4 Adjustments in EBITDA Financial Targets




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Section 3.5 Conformity to Securities Laws
 Section 3.6 Amendment, Suspension and Termination
 ARTICLE IV  DEFINITIONS
  Section 4.1
 Section 4.2 Agreement
 Section 4.3 Applicable Year
 Section 4.4 Cause
   nolo contendere




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Section 4.5 Company
 Section 4.6 EBITDA
 Section 4.7 EBITDA Target
 Section 4.8 Exercise Price
 Section 4.9 Final Expiration Date
 Section 4.10 Financial Targets
 Section 4.11 Fiscal Year
 Section 4.12 Grant Date
 Section 4.13 IPO
 Section 4.14 Internal Rate of Return




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provided
 provided
 Section 4.15 Investment
 Section 4.16 Investor Return
 Section 4.17 Liquidity Event
 Section 4.18 Liquidity Proceeds




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provided however, provided further
 Section 4.19 Option(s)
 Section 4.20 Performance Options
 Section 4.21 Plan
 Section 4.22 Share
 Section 4.23 Stock Option Grant Notice
 Section 4.24 Superior Options
 Section 4.25 Time Options
 Section 4.26 Vesting Commencement Date
 Section 4.27 Yearly Performance Based Acceleration




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APPENDIX B
 EBITDA TARGETS
($ Millions)
 As of the end of the fiscal year
 Performance Measure
    

2006*
    
    2007*
    
    2008
    
    2009
    
    2010
    
    2011EBITDA Target
    
    $
    [**]
    
    
    $
    [**]
    
    
    $
    [**]
    
    
    $
    [**]
    
    
    $
    [**]
    
    
    $
    [**]
 Performance Options awarded in 2006 relate to EBITDA Targets from fiscal years 2006 to 2010. 
 *
    
    On April 18, 2007, the Board of Directors approved (i) the vesting, as of April 18, 2007, of 50%
of the Performance Options granted to the employees of SS&C Technologies, Inc. through March 31,
2007 (the 2006 Performance Options) under the Plan that would have vested if the Company had
equaled or exceeded the EBITDA Target for Fiscal Year 2006 ; (ii) the vesting, conditioned upon the
meeting of the EBITDA Target for Fiscal Year 2007, of the other 50% of the 2006 Performance
Options; and (iii) the reduction of the EBITDA Target for fiscal year 2007 from $[**] million to
$[**] million for options granted after April 18, 2007.