0000950133-06-000315 Sample Contracts

TD BANKNORTH INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT — CASH SETTLEMENT AMENDED AND RESTATED 2003 EQUITY INCENTIVE PLAN

Restricted Stock Unit Award Agreement • January 30th, 2006 • Td Banknorth Inc. • State commercial banks • Delaware

• Contract Type
  Restricted Stock Unit Award Agreement
• Filed
  January 30th, 2006
• Company
  Td Banknorth Inc.
• Industry
  State commercial banks
• Jurisdiction
  Delaware

THIS AWARD AGREEMENT (the “Agreement”) is made as of this ___ day of January 2006 (hereinafter referred to as the “Date of Grant”) by and between TD Banknorth Inc. (the “Company”) and (the “Participant”). Defined terms, unless otherwise defined herein, shall have the same meaning as set forth in the Plan (as hereinafter defined).