2005 PERFORMANCE INCENTIVE PLAN
TERMS AND CONDITIONS OF STOCK UNIT AWARD
1. General .
Subject to these Terms and Conditions of Stock Unit Award (these “Terms”) and the QLogic Corporation
2005 Performance Incentive Plan (the “Plan”), QLogic Corporation (the “Corporation”) has granted to the
Grantee (as defined below) a credit of stock units under the Plan (the “Stock Unit Award” or “Award”) with
respect to the number of stock units provided in the Notice of Grant Agreement (“Grant Notice”) corresponding
to that particular Award grant (subject to adjustment as provided in Section 7.1 of the Plan) (the “Stock Units”).
As used herein, the term “stock unit” means a non-voting unit of measurement which is deemed for bookkeeping
purposes to be equivalent to one outstanding share of the Corporation’s Common Stock (subject to adjustment
as provided in Section 7.1 of the Plan) solely for purposes of the Plan and these Terms. The recipient of the
Award identified in the Grant Notice is referred to as the “Grantee.” The effective date of grant of the Award as
set forth on the Grants tab on the CEFS website ( www.ubs.com/cefs/qlgc ) is referred to as the “Award Date.”
Capitalized terms are defined in the Plan if not defined herein. The Award has been granted to the Grantee in
addition to, and not in lieu of, any other form of compensation otherwise payable or to be paid to the Grantee.
The Stock Units shall be used solely as a device for the determination of the payment to eventually be made to
the Participant if such Stock Units vest pursuant to Section 2. The Stock Units shall not be treated as property or
as a trust fund of any kind.
The Grant Notice and these Terms are collectively referred to as the “Stock Unit Award Agreement”
applicable to the Stock Units, or this “Stock Unit Award Agreement.”
2. Vesting .
Subject to adjustment under Section 7.1 of the Plan and further subject to early termination under Section 6 of
these Terms, the Award sh