0001144204-12-016243 Sample Contracts

OPTION AWARD AGREEMENT UNDER THE FRESH MARKET, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [DATE], between The Fresh Market, Inc. (the “Company”), a Delaware corporation, and [NAME].
Option Award Agreement • March 21st, 2012 • Fresh Market, Inc. • Retail-grocery stores • Delaware

This Option Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of options to purchase [l] shares (the “Award”) of the Company’s common stock, $0.01 par value per share (each, a “Share”), that are being granted to you [on the date hereof] (such date, the “Grant Date”), at an exercise price of [$l] per Share (the “Exercise Price”), that are subject to the terms and conditions specified herein (each such option to purchase one Share, an “Option”), and that are granted to you under The Fresh Market, Inc. 2010 Omnibus Incentive Compensation Plan (the “Plan”). The Options are not intended to qualify as “incentive stock options” (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended).

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restricted STOCK UNIT AWARD AGREEMENT UNDER THE FRESH MARKET, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [DATE] between The Fresh Market, Inc. (the “Company”), a Delaware corporation, and [NAME].
Stock Unit Award Agreement • March 21st, 2012 • Fresh Market, Inc. • Retail-grocery stores • Delaware

This Restricted Stock Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of [l] restricted stock units (the “Award”) that are subject to the terms and conditions specified herein (“RSUs”) and that are being granted to you [on the date hereof] (such date, the “Grant Date”) under The Fresh Market, Inc. 2010 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or cause to be delivered) to you, subject to the terms of this Award Agreement, a share of the Company’s common stock, $0.01 par value (a “Share”), for each RSU, as set forth in Section 3 below.

RESTRICTED STOCK AWARD AGREEMENT UNDER THE FRESH MARKET, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [DATE], between The Fresh Market, Inc. (the “Company”), a Delaware corporation, and [NAME].
Restricted Stock Award Agreement • March 21st, 2012 • Fresh Market, Inc. • Retail-grocery stores • Delaware

This Restricted Stock Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of [● shares (the “Award”) of the Company’s common stock, $0.01 par value per share (each, a “Share”), that are being granted to you [on the date hereof] (such date, the “Grant Date”), that are subject to the terms and conditions specified herein (“Restricted Shares”), and that are granted to you under The Fresh Market, Inc. 2010 Omnibus Incentive Compensation Plan (the “Plan”).

PERFORMANCE SHARE AWARD AGREEMENT UNDER THE FRESH MARKET, INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [DATE], between The Fresh Market, Inc. (the “Company”), a Delaware corporation, and [NAME].
Performance Share Award Agreement • March 21st, 2012 • Fresh Market, Inc. • Retail-grocery stores • Delaware

This Performance Share Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of performance-vesting restricted shares (the “Award”) of the Company’s common stock, $0.01 par value per share (each, a “Share”), that are being granted to you [on the date hereof] (such date, the “Grant Date”), that are subject to the terms and conditions specified herein (“Performance Shares”), and that are granted to you under The Fresh Market, Inc. 2010 Omnibus Incentive Compensation Plan (the “Plan”).

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