0001193125-07-122545 Sample Contracts

DIRECTOR DEFERRED STOCK UNIT AGREEMENT
Director Deferred Stock Unit Agreement • May 24th, 2007 • Domtar CORP • Paper mills • Delaware

DIRECTOR DEFERRED STOCK UNIT AGREEMENT (the “Agreement”) dated as of the Grant Date set forth in the Notice of Grant (defined below), by and between Domtar Corporation, a Delaware corporation (the “Company”), and the director whose name appears in the Notice of Grant (the “Director”).

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PERFORMANCE CONDITIONED RESTRICTED STOCK UNIT AGREEMENT
Performance Conditioned • May 24th, 2007 • Domtar CORP • Paper mills • Delaware

PERFORMANCE CONDITIONED RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) dated as of the Grant Date set forth in the Notice of Grant (as defined below), by and between Domtar Corporation, a Delaware corporation (the “Company”), and the participant whose name appears on the Notice of Grant (the “Participant”).

NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • May 24th, 2007 • Domtar CORP • Paper mills • Delaware

NON-QUALIFIED STOCK OPTION AGREEMENT, dated as of the Grant Date set forth in the Notice of Grant (as defined below), between Domtar Corporation, a Delaware corporation (the “Company”), and the Participant whose name appears in the Notice of Grant (the “Participant”), pursuant to the Domtar Corporation 2007 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”). Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • May 24th, 2007 • Domtar CORP • Paper mills • Delaware

RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) dated as of the Grant Date set forth in the Notice of Grant (as defined below), by and between Domtar Corporation, a Delaware corporation (the “Company”), and the participant whose name appears in the Notice of Grant (the “Participant”).

SENIOR EXECUTIVE RESTRICTED STOCK UNIT AGREEMENT
Senior Executive Restricted Stock Unit Agreement • May 24th, 2007 • Domtar CORP • Paper mills • Delaware

RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) dated as of the Grant Date set forth on the signature page hereof, by and between Domtar Corporation, a Delaware corporation (the “Company”), and the participant whose name appears on the signature page hereof (the “Participant”).

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