0001047469-10-010555 Sample Contracts

ANNUAL PERFORMANCE AWARD AGREEMENT (FISCAL [ ]) THE TORO COMPANY 2010 EQUITY AND INCENTIVE PLAN
Annual Performance Award Agreement • December 22nd, 2010 • Toro Co • Lawn & garden tractors & home lawn & gardens equip • Delaware

This Agreement (this “Agreement”) dated [ ] (“Grant Date”) between The Toro Company, a Delaware corporation (“Toro”), and [ ] (“you”) sets forth the terms and conditions of a grant to you of an annual performance award (this “Annual Performance Award”) under The Toro Company 2010 Equity and Incentive Plan (the “Plan”). This Annual Performance Award is subject to all of the terms and conditions set forth in the Plan, this Agreement and the Annual Performance Award Acceptance Agreement should you decide to accept this Annual Performance Award. All of the terms in this Agreement and the Annual Performance Award Acceptance Agreement that begin with a capital letter are either defined in this Agreement or in the Plan.

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PERFORMANCE SHARE AWARD AGREEMENT THE TORO COMPANY 2010 EQUITY AND INCENTIVE PLAN
Performance Share Award Agreement • December 22nd, 2010 • Toro Co • Lawn & garden tractors & home lawn & gardens equip • Delaware

This Agreement (this “Agreement”) dated [ ] (“Grant Date”) between The Toro Company, a Delaware corporation (“Toro”), and [ ] (“you”) sets forth the terms and conditions of a grant to you of a performance share award (this “Performance Share Award”) under The Toro Company 2010 Equity and Incentive Plan (the “Plan”). This Performance Share Award is subject to all of the terms and conditions set forth in the Plan, this Agreement and the Performance Share Award Acceptance Agreement should you decide to accept this Performance Share Award. All of the terms in this Agreement and the Performance Share Award Acceptance Agreement that begin with a capital letter are either defined in this Agreement or in the Plan.

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