UTSTARCOM, INC.

However, in consideration of your execution, on or following the Effective Date and on or prior to June 30, 2010, of the attached separation agreement and release (the “Separation Agreement”), without revocation, and subject to your continued employment, full business efforts and fulfillment of your duties to the Company through the Effective Date, including assisting with, and signing all required certifications related to, the Company’s filing of the Form 10-Q for the quarterly period ended March 31, 2010, the Company agrees to provide you the following severance: (i) a lump-sum cash severance payment of $91,500 plus the prorated amount of your base salary from the Effective Date through June 17, 2010, less applicable tax withholding; (ii) your retention of the sign-on bonus that you otherwise would have been required to reimburse in full to the Company pursuant to the terms of the Offer Letter; and (iii) accelerated vesting of 50,000 shares of your initial restricted stock award covering shares of the Company’s common stock, each as further described in the Separation Agreement.  You acknowledge that you are not entitled to any other benefits from the Company as a result of your resignation other than the foregoing consideration and your accrued but unused annual leave (if any) as required by applicable law and any accrued but unpaid base salary as of the Effective Date.