0001139812-07-000052 Sample Contracts

AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • August 8th, 2007 • Mb Financial Inc /Md • Savings institution, federally chartered

This option, intended to qualify as an Incentive Stock Option under Section 422 of the Internal Revenue Code of 1986, as amended, is granted as of _____________________ by MB Financial, Inc. (the "Company") to ________________ (the "Optionee"), in accordance with the following terms and conditions:

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MB FINANCIAL, INC. AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • August 8th, 2007 • Mb Financial Inc /Md • Savings institution, federally chartered

Shares of Restricted Stock are hereby awarded on ____________ by MB Financial, Inc., a Maryland corporation (the “Company”), to ______________ (the "Grantee"), in accordance with the following terms and conditions.

MB FINANCIAL, INC. AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN DIRECTOR NON- QUALIFIED STOCK OPTION AGREEMENT NQSO NO. ________
Qualified Stock Option Agreement • August 8th, 2007 • Mb Financial Inc /Md • Savings institution, federally chartered

This option is granted as of _________ (the “Grant Date”) by MB Financial, Inc. (the "Company") to _____________________ (the "Optionee"), in accordance with the following terms and conditions:

MB FINANCIAL, INC. AMENDED AND RESTATED OMNIBUS INCENTIVE PLAN RESTRICTED STOCK AGREEMENT DIRECTOR GRANT PURSUANT TO SECTION 4.3
Restricted Stock Agreement • August 8th, 2007 • Mb Financial Inc /Md • Savings institution, federally chartered

Shares of Restricted Stock are hereby awarded on ____________ by MB Financial, Inc., a Maryland corporation (the “Company”), to ______________ (the "Grantee"), in accordance with the following terms and conditions.

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