0000950123-09-053683 Sample Contracts

RESTRICTED STOCK GRANT NOTICE AND AGREEMENT
Restricted Stock Grant Notice and Agreement • October 27th, 2009 • Hampshire Group LTD • Knit outerwear mills

Hampshire Group, Limited (the “Company”), pursuant to its 2009 Stock Incentive Plan (the “Plan”), hereby grants to Holder the number of shares of the Restricted Stock set forth below. The Restricted Stock is subject to all of the terms and conditions as set forth in this Restricted Stock Grant Notice and Agreement (this “Grant Notice”), as well as the terms and conditions of the Plan, all of which are incorporated herein in their entirety. Capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Plan. Restricted Stock granted hereunder shall be designated as “Time Vested Restricted Stock” and “Performance Vested Restricted Stock” based upon the applicable vesting schedules described below.

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