0000950133-06-001108 Sample Contracts

TD AMERITRADE HOLDING CORPORATION RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 9th, 2006 • Td Ameritrade Holding Corp • Security brokers, dealers & flotation companies • Nebraska

TD AMERITRADE Holding Corporation (the “Company”) hereby grants you, [ ] (the “Grantee”), the number of Restricted Stock Units indicated below under the Company’s 1996 Long-Term Incentive Plan (the “Plan”). The date of this Agreement is , 20 ___ (the “Grant Date”). Subject to the provisions of Appendix A (attached) and of the Plan, the principal features of this grant are as follows:

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TD AMERITRADE HOLDING CORPORATION PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT
Performance Restricted Stock Unit Agreement • March 9th, 2006 • Td Ameritrade Holding Corp • Security brokers, dealers & flotation companies • Nebraska

TD AMERITRADE Holding Corporation (the “Company”) hereby grants you, [_________] (the “Grantee”), the number of Restricted Stock Units indicated below under the Company’s 1996 Long-Term Incentive Plan (the “Plan”). The date of this Agreement is ______, 20___ (the “Grant Date”). Subject to the provisions of Appendix A (attached) and of the Plan, the principal features of this grant are as follows:

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