0001104659-08-050425 Sample Contracts

AMENDED AND RESTATED AGREEMENT WITH WILLIAM A. COOPER
Agreement • August 6th, 2008 • TCF Financial Corp • National commercial banks • Minnesota

THIS AGREEMENT is made and entered into as of July 31, 2008 between TCF FINANCIAL CORPORATION, a Delaware corporation (the “Company”) and WILLIAM A. COOPER (“Cooper”).

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TCF FINANCIAL INCENTIVE STOCK PROGRAM NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • August 6th, 2008 • TCF Financial Corp • National commercial banks

This option is granted on July 31, 2008 by TCF Financial Corporation (“TCF Financial” or “Company”) to William A. Cooper (the “Optionee”) in accordance with the terms and conditions set forth in this Nonqualified Stock Option Agreement (the “Agreement”):

TCF FINANCIAL INCENTIVE STOCK PROGRAM RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • August 6th, 2008 • TCF Financial Corp • National commercial banks

Shares of Restricted Stock are hereby awarded effective July 31, 2008 by TCF Financial Corporation (“TCF Financial” or “Company”) to William A. Cooper (the “Grantee”), subject to the terms and conditions set forth in this Restricted Stock Agreement (the “Agreement”):

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