TEAM, INC. Performance-Based Stock Unit Agreement

Exhibit 10.3

TEAM, INC.

Performance-Based Stock Unit Agreement

Participant:

Date of Grant:

Number of Stock Units:

TEAM, INC., (the “Company”), is pleased to grant you this Award of Performance-Based Stock Units representing the right to receive shares of the Company’s Common Stock (the “Shares”), subject to the terms and conditions of the Team, Inc. 2006 Stock Incentive Plan (the “Plan”) and as described below. The number of Stock Units that are awarded to you is stated above. Each Stock Unit represents the right to receive one Share. As a material inducement to the Company to grant you this Award, you agree to the following terms and conditions. You agree that you are not otherwise entitled to this Award, that the Company is providing you this Award in consideration for your promises and agreements below, and that the Company would not grant you this Award absent those promises and agreements.

1. Performance Goals & Vesting — Subject to the condition that you are employed by the Company, the Shares shall vest in accordance with the vesting dates listed below determined by applying Section 1.1 to each Performance Cycle and then applying Section 1.2 below for any potential adjustments for prior Performance Cycles. The Company will issue you one Share for each vested Stock Unit to be delivered on the applicable vesting date or as soon as administratively practicable thereafter.

1.1 Achievement of Performance Goal Vesting: For each Performance Cycle during which the Company achieves [Performance Goals to be determined by Compensation Committee] (the “Performance Goal”) the following shares shall vest on the Vesting Dates set forth below.

Performance Cycle shall mean [Performance Cycle to be determined by Compensation Committee].

Notwithstanding anything herein to the contrary, in the event of a Change of Control of the Company or if you experience a Termination of Employment (as defined below and in the Plan) by reason of your death, all Stock Units will vest immediately and automatically.

In the event ownership or issuance of Shares is not feasible due to applicable foreign exchange controls, securities regulations, tax laws, or other provisions of applicable law, as determined by the Company in its sole discretion, you shall receive cash proceeds in an amount equal to the value of the Shares otherwise distributable to you net of amounts withheld in satisfaction of the requirements of Paragraph 4 below.

2. Expiration — In the event of your Termination of Employment (as defined below and in the Plan) for any reason other than your death, any Stock Units that have not vested will expire at that time.

As used herein, the term “Employment” means your regular full-time or part-time employment with the Company or any of its Affiliates, and the term “Employer” means the Company (if you are employed by the Company) or the Affiliate of the Company that employs you.

3. Rights as a Stockholder — You will have no rights as a stockholder with respect to Shares that may be received by you pursuant to this Agreement until those Shares are issued and registered in your name on the books of the Company’s transfer agent. You will have no rights to receive dividend equivalent payments with respect to Shares that may be received by you pursuant to this Agreement.

4. Agreement With Respect to Taxes — You are obligated to pay any taxes that are required to be withheld by the Company or your Employer related to this Award. As a condition of the receipt of this Award, prior to the vesting of the Stock Units you agree to make such arrangements as the Company may require in order to satisfy any federal, state, local or foreign withholding tax obligations that the Company, in its sole discretion, determines may arise in connection with the receipt of an Award or the issuance of Shares (the “Tax Obligations”). You understand that the Company shall not be required to issue any Shares to you under the Plan unless and until such Tax Obligations are satisfied.

The Company intends, and you hereby authorize the Company, to satisfy the Tax Obligations by withholding from the vested Stock Units the number of full Shares having an aggregate market value at that time of vesting equal to the amount the Company determines are equal to the Tax Obligations, with the remainder to be satisfied by withholding from your wages or other cash compensation payable by the Company or your Employer. To the extent the Company determines that the number of Stock Units or Shares withheld pursuant to this Paragraph is insufficient to satisfy such Tax Obligations, you hereby authorize the Company or your Employer to deduct from your compensation the additional amounts necessary to fully satisfy the Tax Obligations. If the Company chooses not to deduct such amount from your compensation, you agree to pay the Company, in cash or by check, the additional amount necessary to fully satisfy the Tax Obligations. You agree to take any further actions and execute any additional documents as may be necessary to effectuate the provisions of this Paragraph.

For Employees employed at international (non-US) locations:

The Company or your Employer will assess its requirements regarding tax, social insurance and any other payroll tax (“Tax-Related Items”) withholding and reporting in connection with the Stock Units or Shares. These requirements may change from time to time as laws or interpretations change. Regardless of the actions of the Company or your Employer in this regard, Employee hereby acknowledges and agrees that the ultimate liability for any and all Tax-Related Items is and remains his or her responsibility and liability and that the Company and your Employer make no representations nor undertakings regarding treatment of any Tax-Related Items in connection with any aspect of the grant of Stock Units and do not commit to structure the terms of the grant or any aspect of the Stock Units to reduce or eliminate the Employee’s liability regarding Tax-Related Items. In the event that the Company or your Employer must withhold any Tax-Related Items as a result of the grant or vesting of the Stock Units, Employee agrees to make arrangements satisfactory to the Company or your Employer to satisfy all withholding requirements. Employee authorizes the Company or your Employer to withhold all applicable Tax-Related Items legally due from the Employee from his or her wages or other cash compensation paid him or her by the Company or your Employer.

5 .  Section 409A —Notwithstanding any other provision of the Plan or this Agreement, the Plan and this Agreement shall be construed or deemed to be amended as necessary to comply with the requirements of Section 409A of the Code to avoid taxation under Section 409A(a)(1) of the Code. The Compensation Committee of the Board of Directors of the Company (the “Committee”), in its sole discretion, shall determine the requirements of Section 409A of the Code applicable to the Plan and this Agreement and shall interpret the terms of the Plan and this Agreement consisten