0000950123-10-071099 Sample Contracts

HERBALIFE LTD. 2005 STOCK INCENTIVE PLAN NONEMPLOYEE DIRECTORS STOCK APPRECIATION RIGHT AGREEMENT
Nonemployee Directors Stock Appreciation Right Agreement • August 2nd, 2010 • Herbalife Ltd. • Wholesale-drugs, proprietaries & druggists' sundries

This Nonemployee Directors Stock Appreciation Right Agreement (this “Agreement”) dated as of , 20 (the “Grant Date”) between Herbalife Ltd., an entity organized under the laws of the Cayman Islands (the “Company”), and [DIRECTOR] (“Participant”).

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HERBALIFE LTD. 2005 STOCK INCENTIVE PLAN STOCK UNIT AWARD AGREEMENT
Stock Unit Award Agreement • August 2nd, 2010 • Herbalife Ltd. • Wholesale-drugs, proprietaries & druggists' sundries

This Stock Unit Award Agreement (this “Agreement”) is dated as of this ___ day of , 2007 (the “Grant Date”), and is between Herbalife Ltd. (the “Company”) and (“Participant”).

HERBALIFE LTD. 2004 STOCK INCENTIVE PLAN NON-EMPLOYEE DIRECTOR STOCK OPTION AGREEMENT
2004 Stock Incentive Plan • August 2nd, 2010 • Herbalife Ltd. • Wholesale-drugs, proprietaries & druggists' sundries

STOCK OPTION AGREEMENT (this “Agreement”) dated as of (the “Grant Date”) between HERBALIFE LTD. (formerly known as WH Holdings (Cayman Islands) Ltd.) (the “Company”), and (the “Optionee”).

HERBALIFE LTD. 2004 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT
Stock Option Agreement • August 2nd, 2010 • Herbalife Ltd. • Wholesale-drugs, proprietaries & druggists' sundries

STOCK OPTION AGREEMENT (this “Agreement”) dated as of , 2005 (the “Grant Date”) between HERBALIFE LTD. (the “Company”), and [OPTIONEE] (the “Optionee”).

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