0001193125-09-163669 Sample Contracts

CLEARWATER PAPER CORPORATION RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • August 4th, 2009 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into on the Grant Date specified in the attached Addendum to this Agreement, by and between Clearwater Paper Corporation, a Delaware corporation (the “Corporation”), and the Employee named in the attached Addendum (the “Employee”).

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CLEARWATER PAPER CORPORATION PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • August 4th, 2009 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS PERFORMANCE SHARE AGREEMENT (this “Agreement”) is made and entered into on the Grant Date specified in the attached Addendum to this Agreement by and between CLEARWATER PAPER CORPORATION, a Delaware corporation (the “Corporation”), and the Employee named in the Addendum (the “Employee”).

CLEARWATER PAPER CORPORATION STOCK OPTION AGREEMENT
Stock Option Agreement • August 4th, 2009 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS STOCK OPTION AGREEMENT is made and entered into the day specified in the attached Addendum by and between Clearwater Paper Corporation, a Delaware corporation (the “Corporation”), and the Employee named in the attached Addendum (the “Employee”).

April 29, 2009
Clearwater Paper Corp • August 4th, 2009 • Paperboard mills

The purpose of this letter agreement is to confirm certain compensation and benefits to be provided to you in connection with your termination of employment with Clearwater Paper Corporation (the “Company”) on April 30, 2009, and your obligations with regard to such compensation and benefits.

AMENDMENT TO THE CLEARWATER PAPER CORPORATION PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • August 4th, 2009 • Clearwater Paper Corp • Paperboard mills

This Amendment to the Clearwater Paper Corporation Performance Share Agreement (“Amendment”) is entered into by Clearwater Paper Corporation (the “Corporation”) and Employee effective as of the Grant Date.

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