0001047469-13-003100 Sample Contracts

Target Corporation 2011 Long-Term Incentive Plan EXECUTIVE RESTRICTED STOCK UNIT AGREEMENT (U.S. and Canada)
Restricted Stock Unit Agreement • March 20th, 2013 • Target Corp • Retail-variety stores • Minnesota

THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award (the “Award”) of Restricted Stock Units (“RSUs”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions. The intent of the Award is for the Executive to earn the Award, subject to minimum Company performance, for providing Service to the Company or a Subsidiary over the three years starting on the Grant Date and, except for the specific circumstances described in this Agreement, receive the Shares issuable under the RSUs after the third anniversary of the Grant Date.

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Target Corporation 2011 Long-Term Incentive Plan EXECUTIVE NON-QUALIFIED STOCK OPTION AGREEMENT (U.S. and Canada)
Non-Qualified Stock Option Agreement • March 20th, 2013 • Target Corp • Retail-variety stores • Minnesota

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Executive”) identified in the Award Letter. This award of Options (collectively, may be referred to as the “Option”), provided to you as a Service Provider, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions.

Target Corporation 2011 Long-Term Incentive Plan NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • March 20th, 2013 • Target Corp • Retail-variety stores • Minnesota

THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made in Minneapolis, Minnesota as of the date of grant (the “Grant Date”) set forth in the award letter (the “Award Letter”) by and between the Company and the person (the “Director”) identified in the Award Letter. This award (the “Award”) of Restricted Stock Units (“RSUs”), provided to you as a member of the Board, is being issued under the Target Corporation 2011 Long-Term Incentive Plan (the “Plan”), subject to the following terms and conditions.

ZELLERS INC., HUDSON’S BAY COMPANY, TARGET CORPORATION, and TARGET CANADA CO.
Fourth Amending Agreement to Amended and Restated Transaction Agreement • March 20th, 2013 • Target Corp • Retail-variety stores • Ontario

Fourth Amending Agreement dated December 14, 2012 between Zellers Inc. (“Zellers”), Hudson’s Bay Company (“HBC”), Target Corporation (“Target”), and Target Canada Co.

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