Exhibit 10.7
 NOTICE TO U.S. TAX RESIDENTS:
  VESTING OF THIS RESTRICTED STOCK UNIT AWARD WILL BE A TAXABLE EVENT AND WILL RESULT IN THE
RECOGNITION BY YOU OF ORDINARY INCOME IN AN AMOUNT EQUAL TO THE FAIR MARKET VALUE OF THE SHARES
UNDERLYING THIS RESTRICTED STOCK UNIT AWARD THAT BECOME VESTED. ON SUCH DATE WHEN VESTING OCCURS
AND AS A CONDITION TO THE SHARES BEING RELEASED TO YOU, THE COMPANY MUST COLLECT ALL REQUIRED
INCOME, SOCIAL AND OTHER PAYROLL TAX WITHHOLDING FROM YOU BASED UPON SUCH FAIR MARKET VALUE.
 NOTICE TO NON-U.S. RESIDENTS:
  YOU MAY HAVE ADDITIONAL TERMS AND CONDITIONS FOR YOUR AWARD, WHICH ARE DESCRIBED IN EXHIBIT A TO
THIS AGREEMENT. IN ADDITION, IF YOU ARE A TAX RESIDENT OF A COUNTRY OUTSIDE THE U.S., YOUR TAX
CONSEQUENCES MAY BE DIFFERENT THAN DESCRIBED ABOVE. AS A CONDITION TO THE SHARES BEING RELEASED TO
YOU, THE COMPANY MUST COLLECT ALL REQUIRED INCOME, SOCIAL AND OTHER PAYROLL TAX WITHHOLDING THAT
MAY BE DUE BY REASON OF THE GRANT OR VESTING OF THIS AWARD.
 ADC TELECOMMUNICATIONS, INC.
 THREE-YEAR TIME BASED
RESTRICTED STOCK UNIT AWARD AGREEMENT
 TO:
    
    RSU#:SAP EMPLOYEE ID#:
   1. Grant Date:
 2. Number of Restricted Stock Units Subject to this Award:
 3. Vesting Schedule:
 4. Conversion of Restricted Stock Units and Issuance of Shares.




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5. Termination of Employment.
     6. Workforce Protection.
 (a)
    
    Seek, encourage, solicit, or attempt to solicit any employee of the Company to
leave the Company for any reason or in any way interfere with the relationship between
any such employee and the Company;(b)
    
    Induce or attempt to induce any employee of the Company to accept employment
with, work for, render services or provide advice to or supply confidential business
information or trade secrets of the Company to any person or entity other than the
Company; or(c)
    
    Employ, or otherwise pay for services rendered by, any employee of the Company
in any other business enterprise.
  7. Right to Shares.
 8. Tax Withholding.
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Direct Payment
 Share Withholding
    9. Transfer of Award.
 10. Acceleration of Scheduled Vest Date/Portional Vesting
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(1)
    
    Retirement shall mean the voluntary termination of your employment with your
Employer if (a) you are employed in a country on your Employment Termination Date that
on the Grant Date was not a member of the European Union and (i) you are at least 55
years old, and (ii) your age in years plus your years of service (as defined by the
Company in its sole discretion for the purposes of this Award) equals at least 65; or
(b) you are employed in a country on your Employment Termination Date that on the Grant
Date was a member of the European Union and you have at least 30 years of service (as
defined by the Company in its sole discretion for the purposes of this Award).(2)
    
    Divestiture shall mean the sale or transfer of the business that employs you
by the Company such that either (i) for any period of time immediately after the moment
the divestiture closes you are an Employee of such business but are no longer employed
by the Company or an Affiliate of the Company, or (ii) there has been an involuntary
termination of your employment with your employer both in connection with and prior to
the closing of the sale or transfer of such business; and(3)
    
    Competitor shall mean any person or entity who is, or is actively planning to
engage in, the design, manufacture, sale, distribution or servicing of any products or
services that are sold in competition with any of the products or services of the
Company and its Affiliates at any time while you are employed by such person or entity.(4)
    
    Reduction in Force means a termination occurring as part of a position
elimination where an offer is made to the impacted employee to participate in ADCs
general reduction in force or redundancy program.
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11. Further Acts.
 12. New, Substituted or Additional Securities.
 13. Severability.
 14. Governing Law.
 15. Limitation on Rights; No Right to Future Grants; Extraordinary Item.
 16. Confidential Information.
 (a)
    
    In further consideration of the grant of this Award, the Awardee specifically
acknowledges and agrees that Awardee is bound to protect the Companys confidential
information which includes but is not limited to proprietary information, confidential
data and any other representation of Company knowledge, whether verbal, printed,
written or electronically recorded or transmitted. This includes confidential
information concerning any technologies, concepts, engineering, sales and financial
details,
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customer names and information, pricing, business strategies and other related or
similar confidential data. Awardee acknowledges that the obligation to protect the
Companys confidential information continues after Awardee leaves the Company,
regardless of the reason. Awardee agrees to refrain from giving future employers
any confidential information belonging to the Company. This obligation to preserve
confidential information exists independently of and in addition to any obligation
to which the Awardee is subject under the terms of the Companys Invention,
Copyright and Trade Secret Agreement, or other similar document.(b)
    
    The Awardee acknowledges that breach of this Section 16 would be highly
injurious to the Company, and the Company reserves its rights to pursue all available
remedies, including but not limited to equitable and injunctive relief and damages.
The Awardee specifically agrees that the Company shall be entitled to obtain temporary
and permanent injunctive relief from a court of law to enforce the provisions of this
Section 16, and that such relief may be granted without the necessity of proving
actual damages and without necessity of posting any bond. This provision with respect
to injunctive relief shall not, however, diminish the right of the Company to claim
and recover damages or to seek and obtain any other relief available to it. The
Awardee further acknowledges that this Section 16 shall be enforceable by the Company
even if no portion of this Award becomes vested.
 17. Data Privacy Consent.
   
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