0001193125-06-088141 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT among CAMDEN NATIONAL CORPORATION, as Depositor WILMINGTON TRUST COMPANY, as Property Trustee WILMINGTON TRUST COMPANY, as Delaware Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative Trustees
Trust Agreement • April 25th, 2006 • Camden National Corp • National commercial banks • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 25, 2006, among (i) Camden National Corporation, a Maine corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Sean G. Daly, an individual, Gregory A. Dufour, an individual, and Robert W. Daigle, an individual, each of whose address is c/o Camden National Corporation, Two Elm Street, Camden, Maine 04843, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

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JUNIOR SUBORDINATED INDENTURE between CAMDEN NATIONAL CORPORATION and WILMINGTON TRUST COMPANY, as Trustee
Camden National Corp • April 25th, 2006 • National commercial banks • New York

JUNIOR SUBORDINATED INDENTURE, dated as of April 25, 2006, between Camden National Corporation, a Maine corporation (the “Company”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Trustee (in such capacity, the “Trustee”).

GUARANTEE AGREEMENT between CAMDEN NATIONAL CORPORATION, As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of April 25, 2006 CAMDEN CAPITAL TRUST A
Guarantee Agreement • April 25th, 2006 • Camden National Corp • National commercial banks • New York

GUARANTEE AGREEMENT, dated as of April 25, 2006, executed and delivered by Camden National Corporation, a Maine corporation (the “Guarantor”) having its principal office at Two Elm Street, Camden, Maine 04843, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of Camden Capital Trust A, a Delaware statutory trust (the “Issuer”).

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