Exhibit 10.21.D






Exhibit 10.21D




Qlik Technologies Inc. 2010 Omnibus Equity Incentive Plan

Maximum Value Stock-Settled Stock Appreciation Right 




Notice of Grant




You have been granted the following Maximum Value Stock-Settled Stock Appreciation Right over
shares of the Common Stock of Qlik Technologies Inc. (the “Company”):



	 	 	 
	Name of Optionee:

	 	«Name»
	 
	 	 
	Value of Award:

	 	«Award Value»
	 
	 	 
	Grant Price per MVSSAR:

	 	$«PricePerShare»
	 
	 	 
	Maximum Value per MVSSAR:

	 	$«Maximum Value»
	 
	 	 
	Number of MVSSARs:

	 	«TotalShares»
	 
	 	 
	Date of Grant:

	 	«DateGrant»
	 
	 	 
	Vesting Commencement Date:

	 	«VestDay»
	 
	 	 
	Vesting Schedule:

	 	1/3% of the units subject to this award will vest on each of the first,
second, and third anniversaries of the Date of Grant.
	 
	 	 
	Expiration Date:

	 	«ExpDate». This award expires earlier if your Service terminates earlier,
as described in the Maximum Value Stock-Settled Stock Appreciation Right Award
Agreement for Swedish Employees.






You and the Company agree that this award is granted under and governed by the terms and conditions
of the 2010 Omnibus Equity Incentive Plan (the “Plan”) and the Maximum Value Stock-Settled Stock
Appreciation Right Award Agreement for Swedish Employees, both of which are made a part of this
document.



	 	 	 	 	 
	Employee:	 	Qlik Technologies Inc.
	 
	 	 	 	 
	 


	 	 	 	 
	 
	 	 	 	 
	 

	 	Name:
	 	Lars Björk
	 

	 	Title:
	 	President and Chief Executive Officer





 


 









 





QLIK TECHNOLOGIES INC.

2010 Omnibus Equity Incentive Plan




(1) Qlik Technologies Inc. and




(2) the “Participant”




MAXIMUM VALUE STOCK-SETTLED STOCK APPRECIATION RIGHT

AWARD AGREEMENT FOR SWEDISH EMPLOYEES



 


 









 







THIS AGREEMENT is made on the Date of Grant




BETWEEN:




	(1)	 	Qlik Technologies Inc., a Delaware corporation with its principal place of business at 150
Radnor-Chester Road, Suite E220, Radnor, Pennsylvania, 19087, U.S.A. (the
“Corporation”), and

	 
	(2)	 	The “Participant”.






PRELIMINARY:




	(A)	 	The Corporation intends to incentivize and motivate the Participant.

	 
	(B)	 	The Corporation has determined to grant to the Participant a Maximum Value Stock-Settled
Stock Appreciation Right (“MVSSAR”) over the number of Common Shares as set forth in the
Notice of Grant.







	(C)	 	This MVSSAR is granted pursuant to the rules of the Qlik Technologies Inc. 2010 Omnibus
Equity Incentive Plan.







Terms and Conditions



The Participant is hereby granted a MVSSAR pursuant to the terms of the Qlik Technologies Inc.
2010 Omnibus Equity Incentive Plan (the “2010 Plan”). The rules of the 2010 Plan are
legally binding and are incorporated in this Award. This Agreement refers to any paper or
electronic copy of the Agreement including any Notice of Grant provided to the Participant. This
Agreement, including any country-specific appendix (the “Appendix”) and the 2010 Plan,
constitute the entire understanding between the Participant and the Corporation regarding this
MVSSAR. Any prior agreements, commitments or negotiations concerning this MVSSAR are superseded.
This Agreement may be amended only by another written agreement between the parties.




Definitions



Unless otherwise defined herein, the capitalized terms used in this Agreement shall have the
same meanings set forth in the 2010 Plan. In the event of a conflict between the terms and
conditions of the 2010 Plan and this Agreement, the terms and conditions of the 2010 Plan shall
prevail. The following additional terms shall be defined as follows:



“Administrator” means the party authorized by the Corporation to administer the Plan
and awards, including this MVSSAR award, which party may be Morgan Stanley Smith Barney or such
other or additional third party/ies engaged by the Corporation to perform these functions.



“Exercise Fair Market Value” means the price at which Common Shares were last sold in
the principal U.S. market for Common Shares on the applicable exercise date or, if the applicable
exercise date was not a trading day, on the last trading day prior to such date. If Common Shares
are no longer traded on a public U.S. securities market at the time of exercise, then the Fair
Market Value shall be determined by the Committee in good faith on such basis as it deems
appropriate. The Committee’s determination shall be conclusive and binding on all persons.


 


 









 





“Grant Price” means the notional price of the MVSSAR and is equal to the Fair Market
Value (as defined in Section 16.15 of the 2010 Plan) of a Common Share on the date the MVSSAR is
granted.



“Maximum Value per MVSSAR” means the United States dollar value set forth in the
Notice of Grant, which value represents the maximum value above the Grant Price that the
Participant can receive upon the exercise of a MVSSAR covering a single Common Share.



“Notice of Grant” means the communication in electronic or other form provided by the
Corporation or its Administrator notifying the Participant of the grant of this MVSSAR award and
its materials terms.



NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained,
the parties hereto, intending to be legally bound, hereby agree as follows:



1. Award. The Participant is hereby granted a MVSSAR over the number of Common Shares
and at the Grant Price specified in the Notice of Grant. Each MVSSAR gives the Participant a right
to receive the excess, if any, of the Exercise Fair Market Value of a Share on the day a vested
MVSSAR is exercised over the Grant Price, provided that this per-Share value shall never exceed the
Maximum Value per MVSSAR and provided that this award will be settled in whole Common Shares as set
forth in Section 4(b) below. The term of the MVSSAR shall commence on the “Date of Grant,”
as set forth in the Notice of Grant, and shall terminate upon the date specified in the Notice of
Grant (such date, or an earlier date if the Participant’s Service terminates earlier as set forth
in Section 3 of this Agreement or if the Corporation experiences certain corporate events,
as set forth in Section 11 of the 2010 Plan, the “Expiration Date”).



2. Vesting and Exercise of MVSSAR. Except as otherwise provided hereunder and
provided the Participant is in Service with the Corporation or a Subsidiary on each relevant date,
the MVSSAR shall vest and be exercisable (exercises may be cumulative) as to vested shares from
time to time in accordance with the schedule set forth in the Notice of Grant.




3. Termination of MVSSAR.



(a) The MVSSAR may not be exercised after the Expiration Date and is only exercisable as
provided in Sections 2 and 4 of this Agreement. The MVSSAR shall terminate and be
of no force or effect upon the Expiration Date. If the Participant’s Service terminates for any
reason prior to the Expiration Date, the unvested portion of the MVSSAR shall terminate on the date
of such termination of Service.



(b) Subject to the limitations set forth in this Agreement and in the 2010 Plan, the
Participant may exercise the vested portion of the MVSSAR in whole or in part at any time or from
time to time from the Date of Grant until the first to occur of:




(i) three (3) months following the date of the Participant’s termination of Service for
any reason other than death or total and permanent disability;




(ii) one (1) year following the date of the Participant’s death, if an employee at the
time of death (during which one year period the MVSSAR may be exercised (to the extent the
award is otherwise vested and exercisable as of the date of death) by the person to whom the
Participant’s rights hereunder shall have passed by will or by the laws of descent and
distribution (hereinafter, a “Successor”));




(iii) one (1) year following the date of the Participant’s termination of Service due
to total and permanent disability (to the extent the award is otherwise vested and
exercisable as of such date); or




(iv) the Expiration Date.


 


 









 





For all purposes under this Agreement, “total and permanent disability” means that the Participant
is unable to engage in any substantial gainful activity by reason of any medically determinable
physical or mental impairment which can be expected to result in death or which has lasted, or can
be expected to last, for a continuous period of not less than one year.




4. Exercise of MVSSAR.



(a) Notice of Exercise. The MVSSAR may be exercised by notice (in written or
electronic form as the Corporation directs) to the Corporation or the Administrator.



(b) Exercise Payment. Upon any exercise of a vested MVSSAR, the Participant is
entitled to receive, for each MVSSAR, the excess, if any, of the Exercise Fair Market Value of the
vested MVSSAR that is exercised over the Grant Price, but not to exceed the Maximum Value per
MVSSAR (the “Exercise Payment”). The Exercise Payment will be calculated by reference to each
MVSSAR that is exercised. The aggregate Exercise Payment will be settled in whole Common Shares
calculated using the Exercise Fair Market Value. In no event shall any fractional Common Shares be
issued. Accordingly, the total number of Common Shares to be issued at exercise shall, to the
extent necessary, be rounded down to the next whole Common Share in order to avoid the issuance of
a fractional Common Share.



(c) Automatic Exercise. Notwithstanding Section 4(a), the Participant hereby
agrees that, on the first date on which the Fair Market Value of the Common Shares is such that the
Exercise Payment a Participant would be entitled to receive with respect to exercise of any
then-vested portion of this MVSSAR is at least equal to the Maximum Value per MVSSAR, such vested
portion of this MVSSAR shall be automatically exercised on behalf of the Participant without any
action by the Participant being required and the resulting Common Shares will be delivered to the
Participant as best determined by the Corporation at its discretion. Upon such exercise, the
Participant will be entitled to receive the Exercise Payment calculated by reference to each vested
MVSSAR under this Agreement subject to the exercise.



Notwithstanding the foregoing, in the event that the Maximum Value per MVSSAR is reached
during a closed trading period (the “Closed Period”), the Participant hereby agrees that
the automatic exercise of all vested MVSSARs under this Agreement will take place on the first
trading day following the Closed Period, provided that the Fair Market Value of the Common Shares
is equal to or exceeds the Maximum Value per MVSSAR on such date.



(d) Conditions to Exercise. As a condition to the exercise of the MVSSAR and the
issuance of Common Shares upon exercise thereof, the Corporation may require the Participant to
satisfy any qualifications that may be necessary or appropriate to evidence compliance with any
applicable law or regulation and make any representation or warranty with respect thereto as may be
requested by the Corporation.




(e) Withholding Taxes.




(i) The Participant is ultimately liable and responsible for any or all income tax,
social insurance, employment tax, payroll tax, payment on account or other tax-related items
related to the Participant’s participation in the 2010 Plan and legally applicable to the
Participant (“Tax-Related Items”) in connection with the MVSSAR and, regardless of
any action the Corporation, the Participant’s employer (the “Employer”) or any
Subsidiary takes with respect to the Tax-Related Items, the Participant acknowledges that
the ultimate liability for the Tax-Related Items is and remains the Participant’s
responsibility and may exceed the amount, if any, actually withheld by the Corporation, the
Employer or any Subsidiary.




(ii) The Participant further acknowledges that:




(A) neither the Corporation, the Employer nor any Subsidiary makes any representation
or undertaking regarding the treatment of any Tax-Related Items in connection with any
aspect of the MVSSAR, including, but not limited to, the grant, vesting, assignment, release
or cancellation of the MVSSAR, the delivery of the Common Shares upon exercise of the
MVSSAR, the subsequent sale of any Common Shares acquired upon exercise and the receipt of
any dividends; and


 


 









 






(B) the Corporation, the Employer and/or any Subsidiary do not commit and are under no
obligation to structure the terms of or any aspect of the MVSSAR to reduce or eliminate the
Participant’s liability for the Tax-Related Items or achieve any particular tax result.




Further, if the Participant has become subject to tax in more than one jurisdiction
between the Date of Grant and the date of any relevant taxable event, the Participant
acknowledges that the Corporation, the Employer (or former employer, as applicable) and/or
any Subsidiary may be required to withhold or account for Tax-Related Items in more than one
jurisdiction.




(iii) Prior to any relevant taxable or tax withholding event, as applicable, in
connection with the MVSSAR (e.g., exercise) that the Corporation determines may result in
any withholding obligation for the Tax-Related Items, the Participant must adequately
arrange for the satisfaction of all Tax-Related Items in a manner acceptable to the
Corporation. In this regard, the Participant authorizes the Corporation, the Employer
and/or any Subsidiary, or their respective agents, upon the exercise of the Corporation’s
sole discretion, to satisfy the obligations with regard to all Tax-Related Items by one or a
combination of the following:




(A) withholding from any wages or other cash compensation paid to the Participant by
the Corporation, the Employer and/or any Subsidiary; or




(B) to the extent Participant is a tax resident outside of Sweden, withholding from
proceeds of the sale of Common Shares acquired upon exercise of the MVSSAR, either through a
voluntary sale or through a mandatory sale arranged by the Corporation (on the Participant’s
behalf pursuant to this authorization).




To avoid negative accounting treatment, the Corporation may withhold or account for
Tax-Related Items by considering applicable minimum statutory withholding amounts or other
applicable withholding rates.




Finally, the Participant shall pay to the Corporation, the Employer and/or any
Subsidiary any amount of Tax-Related Items that the Corporation, the Employer or any
Subsidiary may be required to withhold or account for as a result of the Participant’s
participation in the 2010 Plan that cannot be satisfied by the means previously described.
No Common Shares will be delivered to the Participant or other person pursuant to the
exercise of the MVSSAR until the Participant or other person has made arrangements
acceptable to the Corporation for the satisfaction of the Participant’s obligations in
connection with the Tax-Related Items.



(e) Certificates. As soon as practicable after the Participant’s notice of exercise
described in Section 4(a) above has been received by the Corporation and any condition of
the exercise described in Section 4(d) or 4(e) above has been fulfilled, the Corporation
shall deliver to the Participant a stock certificate representing the Common Shares to be issued
under the MVSSAR or its electronic equivalent.


 


 









 






6. Representations of Participant.



(a) Ownership of Shares. Following exercise of all or a portion of the MVSSAR, the
Participant will be the owner of the Common Shares issued, free and clear of any liens or
encumbrances, except for restrictions set forth in the 2010 Plan, any agreement among the
Corporation’s stockholders, or
otherwise referenced herein. The Participant agrees that this Agreement shall be applicable
to such Common Shares.



(b) Electronic Delivery of Documents. The Participant agrees to accept by email,
electronic submission or any other means requested by the Company all documents relating to the
Corporation, the 2010 Plan or this MVSSAR and all other documents that the Corporation is required
to deliver to its security holders (including, without limitation, disclosures that may be required
by the U.S. Securities and Exchange Commission). The Participant also agrees that the Corporation
may deliver these documents by posting them on a website maintained by the Corporation or by the
Administrator. If the Corporation posts these documents on a website, it will notify the
Participant by email. The Participant acknowledges that he or she may incur costs in connection
with electronic delivery, including the cost of accessing the internet and printing fees, and that
an interruption of internet access may interfere with the Participant’s ability to access the
documents. This consent will remain in effect until the Participant gives the Corporation written
notice that it should deliver paper documents.



(c) Insider Trading Policy. The Participant acknowledges that Participant is required
as a condition of employment and as a condition to receiving this Award to comply with the
Corporation’s Securities Trading Policy. Participant acknowledges that Participant may not sell
the Common Shares during certain periods as set forth in the Corporation’s Securities Trading
Policy.




7. Nature of Award. In accepting the MVSSAR, the Participant acknowledges that:



(a) the 2010 Plan is established voluntarily by the Corporation, is discretionary in nature,
and may be amended, suspended or terminated by the Corporation at any time;



(b) the grant of the MVSSAR is voluntary and occasional and does not create any contractual or
other right to receive future grants of MVSSARs, or benefits in lieu of MVSSARs, even if MVSSARs
have been granted repeatedly in the past;



(c) all decisions with respect to future MVSSAR grants, if any, will be at the sole discretion
of the Corporation;




(d) the Participant’s participation in the 2010 Plan is voluntary;



(e) the Participant’s participation in the 2010 Plan shall not create a right to further
employment with the Employer and shall not interfere with the ability of the Employer to terminate
the Participant’s employment or service relationship (if any) at any time;



(f) the MVSSAR and any Common Shares acquired under the 2010 Plan are extraordinary items that
do not constitute compensation of any kind for services of any kind rendered to the Employer, the
Corporation, or any Subsidiary, and that are outside the scope of the Participant’s employment or
service contract, if any;



(g) the MVSSAR and any Common Shares acquired under the 2010 Plan are not intended to replace
any pension rights or compensation;



(h) the MVSSAR and any Common Shares acquired under the 2010 Plan are not part of normal or
expected compensation or salary for any purposes, including, but not limited to, calculating any
severance, resignation, termination, redundancy, end of service payments, bonuses, long-service
awards, pension or retirement or welfare benefits or similar payments and in no event should be
considered as compensation for, or relating in any way to, past services for the Employer, the
Corporation or any Subsidiary;


 


 









 





(i) the future value of the Common Shares underlying the MVSSAR is unknown and cannot be
predicted with certainty;




(j) if the underlying Common Shares do not increase in value, the MVSSAR will have no value;



(k) if the Participant exercises the MVSSAR (including as a result of an automatic exercise
under to Section 4(c) above) and acquires Common Shares, the value of such Common Shares
may increase or decrease in value, even below the Grant Price;



(l) no claim or entitlement to compensation or damages shall arise from termination of the
vesting of the MVSSAR or cancellation of the MVSSAR following termination of the Participant’s
active service (for any reason whatsoever, whether or not in breach of local labor laws and whether
or not later found to be invalid) and in consideration of the grant of the MVSSAR under the 2010
Plan to which the Participant is otherwise not entitled, the Participant irrevocably agrees never
to institute any claim against the Corporation or the Employer, waives his or her ability, if any,
to bring any such claim, and releases the Corporation and the Employer from any such claim; if,
notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction,
then, by participating in the 2010 Plan, the Participant shall be deemed irrevocably to have agreed
not to pursue such claim and agrees to execute any and all documents necessary to request dismissal
or withdrawal of such claims;



(m) the Corporation is not providing any tax, legal or financial advice, nor is the
Corporation making any recommendations regarding the Participant’s participation in the 2010 Plan
or the Participant’s sale of Common Shares; and



(n) the Participant is hereby advised to consult with his or her own personal tax, legal and
financial advisors regarding participation in the 2010 Plan before taking any action related to the
2010 Plan.



8. Data Privacy Notice and Consent. The Participant hereby explicitly and
unambiguously consents to the collection, use and transfer, in electronic or other form, of the
Participant’s personal data as described in this Agreement by and among, as applicable, the
Employer, the Corporation and any Subsidiary for the exclusive purpose of implementing,
administering and managing the Participant’s participation in the 2010 Plan.



The Participant understands that the Corporation and the Employer may hold certain personal
information about the Participant, including, but not limited to, the Participant’s name, home
address and telephone number, date of birth, social insurance or other identification number,
salary, nationality, job title, any Common Shares or directorships held in the Corporation or any
Subsidiary, details of all MVSSARs or any other entitlement to Common Shares awarded, canceled,
exercised, vested, unvested or outstanding in the Participant’s favor, for the exclusive purpose of
implementing, administering and managing the 2010 Plan (“Personal Data”).



The Participant understands that Personal Data will be transferred to the Administrator or to
any other third party assisting in the implementation, administration and management of the 2010
Plan. The Participant understands that the recipients of the Personal Data may be located in the
Participant’s country or elsewhere, and that the recipient’s country may have different data
privacy laws and protections than the Participant’s country. The Participant understands that he
or she may request a list with the names and addresses of any potential recipients of Personal Data
by contacting the Participant’s local human resources representative. The Participant authorizes
the Corporation, the Administrator and any other recipients of Personal Data which may assist the
Corporation (presently or in the future) with implementing, administering and managing the 2010
Plan to receive, possess, use, retain and transfer Personal Data, in electronic or other form, for
the purposes of implementing, administering and managing the Participant’s participation in the
2010 Plan, including any


 


 









 






requisite
transfer of Personal Data as may be required to a broker or other third party with whom the Participant may elect to deposit any Common Shares purchased upon
exercise of the MVSSAR. The Participant understands that Personal Data will be held only as long as
is necessary to implement, administer and manage the Participant’s participation in the 2010 Plan.
the Participant understands that he or she may, at any
time, view Personal Data, request additional information about the storage and processing of
Personal Data, require any necessary amendments to Personal Data or refuse or withdraw the consents
herein, in any case without cost, by contacting in writing the Participant’s local human resources
representative. The Participant understands that refusal or withdrawal of consent may affect the
Participant’s ability to participate in the 2010 Plan. For more information on the consequences of
the Participant’s refusal to consent or withdrawal of consent, the Participant understands that he
or she may contact his or her local human resources representative.



9. Notices. Any notice given hereunder must be in writing and shall be deemed given
when either personally delivered or on the day of posting sent through the post by registered or
certified mail, return receipt requested, postage prepaid, addressed to the parties to whom such
notice is being given at the following addresses:



	 	 	 
	As to the Corporation:

	 	Qlik Technologies Inc.
	 

	 	150 N. Radnor Chester Road, Suite E220 
	 

	 	Radnor, Pa. 19087
	 

	 	Attention: General Counsel
	 
	 	 
	As to the Participant:

	 	last address shown on the books of the Corporation






10. Failure to Close; Remedies. In the event that the Corporation or the Participant
shall fail or refuse for any reason whatsoever to close the sale or repurchase of Common Shares
acquired under this Agreement as the Corporation or the Participant is obligated by this Agreement,
then the other party to the sale or repurchase (the “non-defaulting party”) shall have the
right to exercise any one or more of the following rights and remedies:



(a) The non-defaulting party shall have the right to recover damages from the defaulting party
for any loss or damage, including reasonable attorneys’ fees, sustained by the non-defaulting party
as a result of such default.



(b) The non-defaulting party shall have the right to specifically enforce this Agreement by
seeking an injunction prohibiting the defaulting party from violating the terms of this Agreement
and requiring the defaulting party to purchase or sell the Common Shares, as the case may be.



The rights and remedies of the non-defaulting party under this Section 10 are cumulative
and not alternative and shall be in addition to any and all other rights and remedies available to
the non-defaulting party at law or in equity.



11. Transfer of MVSSAR. Nothing contained in this Agreement shall be construed or
interpreted so as to authorize or permit the Participant to transfer the MVSSAR by gift to any
person or entity. Prior to the Participant’s death, only the Participant may exercise the MVSSAR.
The Participant cannot transfer or assign the MVSSAR. For instance, the Participant may not sell
the MVSSAR or use it as security for a loan. If the Participant attempts to do any of these
things, the MVSSAR will immediately become invalid. The Participant may, however, dispose of the
MVSSAR in the Participant’s will. Regardless of any marital property settlement agreement, the
Corporation is not obligated to honor a notice of exercise from the Participant’s former spouse,
nor is the Corporation obligated to recognize the Participant’s former spouse’s interest in the
MVSSAR in any other way.


 


 









 





12. Entire Agreement. This Agreement and the 2010 Plan contain the entire
understanding and agreement by and between the parties hereto relating to the subject matter hereof
and all prior or contemporaneous oral or written agreements or instruments are merged herein. No
amendment to or modification of this Agreement shall be effective unless the same is in writing and
signed by all parties hereto. No waiver by any party of any breach by the other of any provision
of this Agreement shall be deemed to be a waiver of any other breaches thereof or the waiver of
any such or other provision of this Agreement. Subject to the restrictions on assignment and
transfer set forth hereinabove, this Agreement
shall be binding upon and inure to the benefit of the parties hereto, their estates, personal
representatives, successors and assigns.



13. Severability. If any provision of this Agreement is declared invalid or
unenforceable as a matter of law, such invalidity or unenforceability shall not affect or impair
the validity or enforceability of any other provisions of this Agreement or the remainder of this
Agreement as a whole.



14. Applicable Law and Venue. The validity, construction, interpretation or
performance of this Agreement shall be governed by and construed in accordance with the laws of the
State of Delaware (without regard to their choice-of-law provisions).



For purposes of litigating any dispute that arises under this grant or the Agreement, the
parties hereby submit to and consent to the jurisdiction of the State of Pennsylvania, agree that
such litigation shall be conducted in the courts of Delaware County, Pennsylvania, or the federal
courts for the United States for the Eastern District of Pennsylvania, where this grant is made
and/or to be performed.



15. Construction. Section headings and subheadings have been inserted herein for
convenience only and shall not be deemed to have any legal effect whatever in the interpretation of
this Agreement. As used herein, the singular shall include the plural, and the plural and
singular. The word “any” means one or more or all, and the conjunction “or” includes both the
conjunctive and disjunctive.



16. Counterparts. This Agreement may be executed in multiple counterparts, each of
which shall be deemed to be an original, and all of which taken together shall constitute one and
the same instrument.



17. No Rights as a Stockholder Until Exercise. Under the 2010 Plan, neither the
Participant nor, if applicable, his or her personal representative, shall be nor have any rights or
privileges of a stockholder of the Corporation with respect to any Common Shares which may be
acquired upon the exercise of the MVSSAR, in whole or in part, prior to the date upon which the
MVSSAR is actually exercised for such shares in accordance with the provisions of Section
4 hereof and the certificates or their electronic equivalent representing such shares are
issued.



18. Appendices. Notwithstanding any provisions in this Agreement, the MVSSAR shall be
subject the terms and conditions set forth in the Appendix to this Agreement. Moreover, if
Participant relocates to a country outside of Sweden, the terms and conditions for such country
will apply to Participant, to the extent the Corporation determines that the application of such
terms and conditions is necessary or advisable in order to comply with local law or facilitate the
administration of the 2010 Plan. The Appendix constitutes part of this Agreement.



19. Imposition of Other Requirements. In addition, the Corporation reserves the right
to impose other requirements on the MVSSAR and the Common Shares issued upon exercise of the
MVSSAR, to the extent the Corporation determines it is necessary or advisable in order to comply
with local laws or facilitate the administration of the 2010 Plan, and to require Participant to
sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.



20. Language. If Participant has received this Agreement, or any other document
related to the MVSSAR and/or the 2010 Plan translated into a language other than English and if the
meaning of the translated version is different than the English version, the English version will
control.


 


 









 





21. Adjustments; Corporate Transaction. In the event of a stock split, a stock
dividend or a similar change in Corporation stock, the number of Common Shares covered by the
MVSSAR and the Grant Price will be adjusted pursuant to the 2010 Plan. In addition, in the event
the Corporation is party to certain corporate transactions, the MVSSAR will be subject to, and may
be adjusted, amended or terminated in accordance with, the 2010 Plan.



22. Other restrictions attaching to shares of the Corporation’s Common Stock. Common
Shares issued and delivered under the 2010 Plan shall be subject to such stop-transfer orders and
other restrictions as the Committee may deem advisable under the rules, regulations and other
requirements of the U.S. Securities and Exchange Commission, any stock exchange upon which the
Common Shares are then listed, any applicable federal or state laws, and any other written
restrictions or agreements with respect to the Common Shares and the Committee may cause a legend
or legends to be placed on the certificate or certificates representing any such shares to make
appropriate reference to any such restrictions. In making such determination, the Committee may
rely upon an opinion of counsel for the Corporation.



IN WITNESS WHEREOF, the Corporation and the Participant have caused the execution of this
Agreement as of the date hereof, each intending to be legally bound hereby.



	 	 	 
	QLIK TECHNOLOGIES INC.

	 	Date of signature:
 _____ __, 20_____ 

	 
	 	 
	 


	 	 
	 
	 	 
	PARTICIPANT

	 	Date of signature:
 _____ __, 20_____ 

	 
	 	 
	 


	 	 





 


 









 





QLIK TECHNOLOGIES INC.

2010 Omnibus Equity Incentive Plan




APPENDIX

MAXIMUM VALUE STOCK-SETTLED STOCK APPRECIATION RIGHT AWARD AGREEMENT




Terms and Conditions.



This Appendix includes additional terms and conditions that govern the MVSSAR granted to the
Participant under the 2010 Plan if he/she resides in Sweden. Certain capitalized terms used but
not defined in this Appendix have the meanings set forth in the 2010 Plan and/or the Agreement.



Notifications.



This Appendix also includes information regarding exchange controls and certain other issues
of which the Participant should be aware with respect to the Participant’s participation in the
2010 Plan. The information is based on the securities, exchange control and other laws in effect
in the respective countries as of June 2011. Such laws are often complex and change frequently.
As a result, the Corporation strongly recommends that the Participant not rely on the information
in this Appendix as the only source of information relating to the consequences of the
Participant’s participation in the 2010 Plan because the information may be out of date at the time
that the MVSSAR is exercised or Common Shares acquired under the 2010 Plan are sold.



In addition, the information contained herein is general in nature and may not apply to the
Participant’s particular situation and the Corporation is not in a position to assure the
Participant of any particular result. Accordingly, the Participant is advised to seek appropriate
professional advice as to how the relevant laws in the Participant’s country may apply to his/her
situation.



Finally, if the Participant is a citizen or resident of a country other than the one in which
the Participant is currently working, transfers employment after the Date of Grant, or is
considered a resident of another country for local law purposes, the notifications contained in
this Appendix may not be applicable to him or her. In addition, the Corporation shall, in its
discretion, determine to what extent the terms and conditions contained herein shall be applicable
to the Participant.



Sweden




Terms and Conditions




Form of Payment.



Notwithstanding any discretion in the Agreement and Section 7.6 of the 2010 Plan, MVSSARs
granted to Participants in Sweden shall be paid in Common Shares only and do not provide any right
for the Participant to receive a cash payment.



Withholding Taxes.



Notwithstanding any discretion in the Agreement and Section 14.2 of the 2010 Plan, the
obligation for Tax-Related Items due in connection with the grant of MVSSARs to Participants in
Sweden may only be satisfied by withholding from any wages or other cash compensation paid to the
Participant by the Corporation, the Employer and/or any other Subsidiary.