0000928385-03-000500 Sample Contracts

TECO ENERGY, INC. Restricted Stock Agreement
Restricted Stock Agreement • March 7th, 2003 • Teco Energy Inc • Electric services • Florida

TECO Energy, Inc. (the “Company”) and (the “Grantee”) have entered into this Restricted Stock Agreement (the “Agreement”) dated January 28, 2003 under the Company’s 1996 Equity Incentive Plan (the “Plan”). Capitalized terms not otherwise defined herein have the meanings given to them in the Plan.

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CONSENT AND ACCELERATION AGREEMENT
Consent and Acceleration Agreement • March 7th, 2003 • Teco Energy Inc • Electric services • New York

This CONSENT AND ACCELERATION AGREEMENT dated as of February 7, 2002, is among TPS GP, INC., a Florida corporation (“TPS GP”), TPS LP, INC., a Florida corporation (“TPS LP”), PANDA GS V, LLC, a Delaware limited liability company (“Panda GP”), PANDA GS VI, LLC, a Delaware limited liability company (“Panda LP”), PANDA ENERGY INTERNATIONAL, INC., a Texas corporation (“PEII”), TECO POWER SERVICES CORPORATION, a Florida corporation (“TPS”), TECO ENERGY, INC., a Florida corporation (“TECO”), and BAYERISCHE HYPO- UND VEREINSBANK AG, NEW YORK BRANCH as agent under the Revolving Credit Agreement described below (in such capacity the “Administrative Agent”).

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