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Exhibit 10.12
AMENDMENT TO
PERFORMANCE RESTRICTED STOCK UNIT AWARD
AGREEMENT
DATED [INSERT DATE OF 2005 OR 2006 PRSU
AGREEMENT]
The Performance Restricted Stock Unit
Award Agreement dated [insert date of 2005 or 2006 PRSU Award
Agreement] ("Agreement"), by and between Electronic Data
Systems Corporation, a Delaware Corporation ("EDS" or the
"Company"), and [Participant] ("Grantee"), is modified pursuant to
the terms of this Amendment dated as of the date of Grantee's
signature indicated below ("Amendment").
In return for the consideration being
provided to Grantee (including the Company's agreement to amend the
Agreement to address newly released regulations pertaining to
Internal Revenue Code Section 409A), the receipt and sufficiency of
which Grantee expressly acknowledges, the parties hereby agree to
the terms outlined in the revised Agreement attached hereto as
Exhibit "A," which shall replace in its entirety the Grantee's
Performance Restricted Stock Unit Award Agreement dated [ insert
date of 2005 or 2006 PRSU Award Agreement] .
GRANTEE:
EDS:
________________________________
_________________________________
By: Tina M. Sivinski
Senior Executive Vice President and
Chief Administrative Officer
Dated:
________________
Dated: _________________
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