0000893220-07-003043 Sample Contracts

Contract
Supplemental Indenture • September 6th, 2007 • Toll Brothers Inc • Operative builders • New York

THIS SIXTEENTH SUPPLEMENTAL INDENTURE, dated as of JUNE 27, 2007, by and among the parties listed on Schedule A hereto (each a “Surviving Guarantor” and collectively, the “Surviving Guarantors”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., as successor to J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION and BANK ONE TRUST COMPANY, NATIONAL ASSOCIATION, as trustee (the “Trustee”). RECITALS

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Contract
Supplemental Indenture • September 6th, 2007 • Toll Brothers Inc • Operative builders • New York

THIS FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of June 25, 2007, by and among the parties listed on Schedule A hereto (each an “Additional Guarantor” and collectively, the “Additional Guarantors”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., as successor to J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION and BANK ONE TRUST COMPANY, NATIONAL ASSOCIATION, as trustee (the “Trustee”). Capitalized terms used in this Fifteenth Supplemental Indenture and not otherwise defined herein (including terms used on Exhibit A attached hereto) shall have the meanings ascribed to them in the Indenture (as defined on Exhibit A attached hereto).

TOLL BROTHERS, INC. STOCK INCENTIVE PLAN FOR EMPLOYEES (2007) STOCK AWARD
Stock Award Agreement • September 6th, 2007 • Toll Brothers Inc • Operative builders

This Stock Award (the “Award Agreement”) constitutes an Award Agreement in connection with the grant of an Award by Toll Brothers, Inc. (the “Company”) pursuant to the terms of the Toll Brothers, Inc. Stock Incentive Plan for Employees (2007) (the “Plan”). This Award consists of a grant of shares of Common Stock (the “Award Shares”), granted on this ___day of ___, 20___(the “Date of Grant”) to (the “Grantee”), and is subject to all applicable terms and conditions set forth in the Plan.

TOLL BROTHERS, INC. STOCK INCENTIVE PLAN FOR NON-EMPLOYEE DIRECTORS (2007) STOCK AWARD
Stock Award Agreement • September 6th, 2007 • Toll Brothers Inc • Operative builders

This Stock Award (the “Award Agreement”) constitutes an Award Agreement in connection with the grant of an Award by Toll Brothers, Inc. (the “Company”) pursuant to the terms of the Toll Brothers, Inc. Stock Incentive Plan for Non-Employee Directors (2007) (the “Plan”). This Award consists of a grant of shares of Common Stock (the “Award Shares”), granted on this ___day of , 20___(the “Date of Grant”) to (the “Grantee”), and is subject to all applicable terms and conditions set forth in the Plan.

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