LEAPFROG ENTERPRISES, INC. PERFORMANCE SHARE AWARD AGREEMENTPerformance Share Award Agreement • March 7th, 2006 • Leapfrog Enterprises Inc • Games, toys & children's vehicles (no dolls & bicycles) • California
Pursuant to the Target Award Grant Notice (“Grant Notice”) and this Performance Share Award Agreement (“Agreement”) (collectively, the “Award”), LeapFrog Enterprises, Inc. (the “Company”) has awarded you, pursuant to its Performance Share Award Program (the “Program”) under its 2002 Equity Incentive Plan (the “Plan”), the number of shares of the Company’s Class A Common Stock as indicated in the Grant Notice, provided that (i) the Performance Goals specified in Exhibit A to the Program are met during the Performance Period beginning on , and ending on , and (ii) you remain continuously employed by the Company during the entire Performance Period. Defined terms not explicitly defined in this Agreement but defined in the Plan shall have the same definitions as in the Plan or Program document.
