Common use of NOTICE OF GRANT Clause in Contracts

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance Period: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 Date: , 000 XXXXXXXX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [NameNAME] (the “Employee”), an award Award of Performance Shares under the Company’s 2004 2011 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award Award are as follows: Target Number of Performance Shares: [ [____________] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares Shares* in which you may vest in accordance with the Vesting Schedule will depend upon achievement of targets in [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]** IMPORTANT: * For purposes of this Agreement, the term “Performance Shares” hereinafter will be references to the Performance Shares that have been granted under this Agreement. ** Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award Award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. A, and in Appendix B. PLEASE BE SURE TO READ ALL OF APPENDIX AA AND APPENDIX B, WHICH CONTAINS CONTAIN THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: _________, 200 20_ Date: _________, 000 XXXXXXXX 20_ APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ [________] Performance Period: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: ___________, 200 200_ Date: ___________, 000 XXXXXXXX 200_ APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ [________] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 Date: , 000 XXXXXXXX A

NOTICE OF GRANT. PolycomPalm, Inc. (the “Company”) hereby grants you, [NameNAME OF EMPLOYEE] (the “EmployeeGrantee”), an award the number of performance shares indicated below (the “Performance Shares Shares”) under the Company’s 2004 Equity Incentive 1999 Stock Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attachedattached hereto) and of the Plan, the principal features of this award Award are as follows: Target Total Number of Performance Shares: [ [NUMBER] Performance PeriodPurchase Price per Share: $0.001 Total Purchase Price: $[NUMBER] Vesting Commencement Date: [INSERT PERFORMANCE PERIODDATE] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in Twenty-five percent (25%) of the Performance Shares unless he or she is employed by shall vest on each anniversary of the Company or one of its Subsidiaries Vesting Commencement Date, subject to Grantee’s remaining a Service Provider through the each applicable vesting date. Your [electronic acceptance of this award through the [ ] website] OR [signature below below] and/or your acceptance of Shares in payment of this award indicates your agreement and understanding that this award grant is subject to all of the terms and conditions contained in the Plan and this Performance Share Agreement (the “Agreement”), which includes this Notice of Grant and Appendix A, Appendix B and the Plan. A. For example, important additional information on vesting and forfeiture termination of the this Performance Shares Share grant is contained in paragraphs 3 4 through 5 and paragraph 7 of Appendix A. ACCORDINGLY, PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENTPERFORMANCE SHARE GRANT. POLYCOM[By clicking the “ACCEPT” button on the [ ] website, you agree to the following: “By clicking the Accept button with respect to my Performance Share award, I have executed a contract with the Company, with the intent to be bound by this Agreement.” Please be sure to retain a copy of this Agreement and of your Acknowledgement page from the [ ] website indicating your electronic acceptance of this Agreement; you may obtain a paper copy of this Agreement at any time and at the Company’s expense by requesting one from Stock Administration. If you prefer not to electronically accept this Agreement, you may accept this Agreement by signing a paper copy of the Agreement and delivering it to Stock Administration.] [SIGNATURE BLOCK BELOW TO BE REMOVED FOR ELECTRONIC ACCEPTANCES] PALM, INC. EMPLOYEE GRANTEE By Name: [NAME] [NAME] [TITLE] DateTitle: , 200 Date: , 000 XXXXXXXX APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 20 Date: , 000 XXXXXXXX 20 APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ [________] Performance Period: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: ___________, 200 20___ Date: ___________, 000 XXXXXXXX 20___ APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance Period: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 20 Date: , 000 XXXXXXXX 20 APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of targets in [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. A, and in Appendix B. PLEASE BE SURE TO READ ALL OF APPENDIX AA AND APPENDIX B, WHICH CONTAINS CONTAIN THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 2011 Date: , 000 0000 XXXXXXXX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [NameNAME] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance Period: [INSERT PERFORMANCE PERIOD] First Performance Period: Second Performance Period: Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and (B) will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 Date: , 000 XXXXXXXX 200 APPENDIX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [Name] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. A, and in Appendix B. PLEASE BE SURE TO READ ALL OF APPENDIX AA AND APPENDIX B, WHICH CONTAINS CONTAIN THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 2011 Date: , 000 0000 XXXXXXXX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [NameNAME] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Shares Performance Period: [INSERT PERFORMANCE PERIOD] Performance MatrixTarget: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance MatrixTarget, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 Date: , 000 XXXXXXXX A

NOTICE OF GRANT. Polycom, Inc. (the “Company”) hereby grants you, [NameNAME] (the “Employee”), an award of Performance Shares under the Company’s 2004 2011 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is [DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ [_________] Performance PeriodPeriods: [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of targets in [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. A, and in Appendix B. PLEASE BE SURE TO READ ALL OF APPENDIX AA AND APPENDIX B, WHICH CONTAINS CONTAIN THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: :_________, 200 201_ Date: _________, 000 XXXXXXXX 201_ APPENDIX A

NOTICE OF GRANT. Polycom, Inc. Taleo Corporation (the “Company”) hereby grants awards you, [NameNAME OF EMPLOYEE] (the “EmployeeGrantee”), an award [NUMBER OF SHARES GRANTED] shares of Performance Shares restricted Common Stock of the Company (the “Restricted Stock”) under the Company’s 2004 Equity Incentive Stock Plan (the “Plan”). The date of this Performance Share Restricted Stock Agreement (the “Agreement”) is [GRANT DATE] (the “Grant Date”). Subject to the provisions of Appendix A (attachedattached hereto), Appendix B (attached) and of the Plan, the principal features of this award grant are as follows: Target Total Number of Performance Shares of Restricted Stock: ______________ Scheduled Vesting Dates: Number of Shares: [ [DATE] Performance Period: (the “Vesting Commencement Date”) 0 [INSERT PERFORMANCE PERIOD] Performance Matrix: The number of Performance Shares in which you may vest in accordance with 1 year after the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance Matrix, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULECommencement Date;]* IMPORTANT: [1/4th of the Share of Restricted Stock covered by this Agreement] [thereafter, as to one-sixteenth (1/16th) of the Shares of Restricted Stock covered by this Agreement on each quarterly anniversary of the Vesting Commencement date]* [1/16th of the Shares of Restricted Stock covered by this Agreement] *Except as otherwise provided in Appendix AA [TO BE INCLUDED UNLESS THE COMPENSATION COMMITTEE DETERMINES OTHERWISE: or in an employment or other agreement entered into prior to the date of grant between the Company and Participant as referenced in Section 3 of the Award Agreement], Employee Grantee will not vest in the Performance Shares Restricted Stock unless he or she is employed by the Company or one of its Subsidiaries A Service Provider through the applicable vesting datedate(s). Your signature below indicates your agreement to receive the Shares subject to this Award and your agreement and understanding that this award Award is subject to all of the terms and conditions contained in the Plan and in this Agreement, which include this Notice of Grant and Appendix A, Appendix B and the Plan. A. For example, important additional information on vesting and forfeiture of the Performance Shares covered by this grant is contained in paragraphs Paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE TALEO CORPORATION GRANTEE By: [NAME] [NAME] [TITLE] Title: Date: , 200 Date: , 000 XXXXXXXX AAPPENDIX A TERMS AND CONDITIONS OF RESTRICTED STOCK AGREEMENT

NOTICE OF GRANT. This Amended and Restated Officer Performance Shares Agreement (the “Agreement”) amends and restates your original [DATE], Officer Performance Share Agreement covering a Target Number of Performance Shares of [NUMBER] Shares (the “Original Agreement”), in its entirety. Polycom, Inc. (the “Company”) hereby grants has granted you, [NameNAME] (the “Employee”), an award of Performance Shares under the Company’s 2004 Equity Incentive Plan (the “Plan”). The date of this Performance Share Agreement (the “Agreement”) is , on [DATE] (the “Grant Date”). For the avoidance of doubt, the Original Agreement has been superseded and replaced by this Agreement, and accordingly, the Original Agreement is null and void and no longer remains in effect. Subject to the provisions of Appendix A (attached), Appendix B (attached) and of the Plan, the principal features of this award are as follows: Target Number of Performance Shares: [ ] Shares Performance Period: [INSERT PERFORMANCE PERIOD] Performance MatrixTarget: The number of Performance Shares in which you may vest in accordance with the Vesting Schedule will depend upon achievement of [INSERT DESCRIPTION OF PERFORMANCE GOALS] and will be determined in accordance with the Performance MatrixTarget, attached hereto as Appendix B. Vesting Schedule: [INSERT DESCRIPTION OF VESTING SCHEDULE]* IMPORTANT: * Except as otherwise provided in Appendix A, Employee will not vest in the Performance Shares unless he or she is employed by the Company or one of its Subsidiaries through the applicable vesting date. Your signature below indicates your agreement and understanding that this award is subject to all of the terms and conditions contained in Appendix A, Appendix B and the Plan. For example, important additional information on vesting and forfeiture of the Performance Shares is contained in paragraphs 3 through 5 and paragraph 7 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. POLYCOM, INC. EMPLOYEE [NAME] [NAME] [TITLE] Date: , 200 2010 Date: , 000 XXXXXXXX 2010 APPENDIX A