0000950123-04-010653 Sample Contracts

STOCKHOLDERS AGREEMENT AMONG BANKNORTH GROUP INC., BERLIN DELAWARE INC. AND THE TORONTO-DOMINION BANK DATED AS OF AUGUST 25, 2004

Stockholders Agreement • September 3rd, 2004 • Toronto Dominion Bank • Commercial banks, nec • Delaware

• Contract Type
  Stockholders Agreement
• Filed
  September 3rd, 2004
• Company
  Toronto Dominion Bank
• Industry
  Commercial banks, nec
• Jurisdiction
  Delaware

STOCKHOLDERS AGREEMENT dated as of August 25, 2004 among Banknorth Group, Inc., a Maine corporation (the “Company”), Berlin Delaware Inc., a Delaware corporation and a wholly-owned subsidiary of the Company (“Banknorth Delaware”) and The Toronto-Dominion Bank, a Canadian chartered bank (“TD”).

AGREEMENT AND PLAN OF MERGER AMONG THE TORONTO-DOMINION BANK, BERLIN MERGER CO., BANKNORTH GROUP INC. AND BERLIN DELAWARE INC. DATED AS OF AUGUST 25, 2004

Rights Agreement • September 3rd, 2004 • Toronto Dominion Bank • Commercial banks, nec • Delaware

• Contract Type
  Rights Agreement
• Filed
  September 3rd, 2004
• Company
  Toronto Dominion Bank
• Industry
  Commercial banks, nec
• Jurisdiction
  Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of August 25, 2004 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among The Toronto-Dominion Bank, a Canadian chartered bank (“TD”), Berlin Merger Co., a Delaware corporation and a wholly owned subsidiary of TD (“Berlin Mergerco”), Banknorth Group, Inc., a Maine corporation (“Banknorth”), and Berlin Delaware Inc., a Delaware corporation and wholly owned subsidiary of Banknorth (“Banknorth Delaware”).