DREAMWORKS ANIMATION SKG, INC. GLENDALE, CA 91201 October 23, 2008DreamWorks Animation SKG, Inc. • October 29th, 2008 • Services-motion picture & video tape production • California
Reference is made to that certain executed Employment Agreement, dated as of October 25, 2007, between DreamWorks Animation SKG, Inc., a Delaware corporation (“Studio”), and you, whereby Studio agreed to employ you and you agreed to accept such employment until December 31, 2009, upon the terms and conditions set forth therein (such agreement, the “Prior Agreement”). Studio now wishes to amend and restate the Prior Agreement in order to, among other things, continue your employment beyond December 31, 2009, and you wish to remain employed by Studio beyond such date, in each case, pursuant to the terms and conditions set forth below. Therefore, the parties now hereby agree to amend and restate the Prior Agreement in its entirety as set forth in this agreement (this “Agreement”), effective as of the date shown above:
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS]Restricted Stock Unit Award Agreement • October 29th, 2008 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This Restricted Stock Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of «Restricted_Shares» restricted stock units (the “Award”) that are subject to the terms and conditions specified herein (“RSUs”) and that are granted to you under the DreamWorks Animation SKG, Inc. 2008 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, a share of the Company’s Class A Common Stock, $0.01 par value (“Share”), as set forth in Section 3 below.
The CORPORATEplan for RetirementSM EXECUTIVE PLAN Adoption Agreement IMPORTANT NOTEImportant Note • October 29th, 2008 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production
This document has not been approved by the Department of Labor, the Internal Revenue Service or any other governmental entity. An Employer must determine whether the plan is subject to the Federal securities laws and the securities laws of the various states. An Employer may not rely on this document to ensure any particular tax consequences or to ensure that the Plan is “unfunded and maintained primarily for the purpose of providing deferred compensation to a select group of management or highly compensated employees” under the Employee Retirement Income Security Act with respect to the Employer’s particular situation. Fidelity Management Trust Company, its affiliates and employees cannot and do not provide legal or tax advice or opinions in connection with this document. This document does not constitute legal or tax advice or opinions and is not intended or written to be used, and it cannot be used by any taxpayer, for the purposes of avoiding penalties that may be imposed on the ta
AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • October 29th, 2008 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • New York
This Aircraft Time Sharing Agreement (“Agreement”) is made and entered into as of the 27th day of October, 2008, by and between INTELLECTUAL VENTURES MANAGEMENT, L.L.C., a Washington limited liability company (“IVM”), and DREAMWORKS ANIMATION SKG, INC., a Delaware corporation (“DWA”).
FORM OF RESTRICTED SHARE AWARD AGREEMENT (TIME VESTED AND DOUBLE TRIGGER)]Restricted Share Award Agreement • October 29th, 2008 • DreamWorks Animation SKG, Inc. • Services-motion picture & video tape production • Delaware
This Restricted Share Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of «Restricted_Shares» shares (the “Award”) of the Company’s Class A Common Stock, $0.01 par value, that are subject to certain restrictions on transfer and risks of forfeiture and other terms and conditions specified herein (“Restricted Shares”) and that are granted to you under the DreamWorks Animation SKG, Inc. 2008 Omnibus Incentive Compensation Plan (the “Plan”).
