0001193125-04-187896 Sample Contracts

THIRD AMENDED AND RESTATED NATIONWIDE FINANCIAL SERVICES, INC.
Nationwide Financial Services Inc/ • November 5th, 2004 • Life insurance

This agreement, which includes Annexes A and B hereto (the “Award Agreement”), together with the Plan (available on the Human Resources/Executive Performance and Rewards Services Website), provides a complete detail of your rights with respect to your NVA Target Award Opportunity and your Stock Option Award. If there is any inconsistency between the terms of this agreement and the terms of the Plan, the Plan’s terms shall completely supersede and replace the conflicting terms of this Agreement. All capitalized terms used in this Award Agreement have the same meaning as in the Plan, unless otherwise defined in this Award Agreement.

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THIRD Amended and Restated Nationwide Financial Services, Inc. Non-Qualified Stock Option Award Agreement for the Board of Directors
Nationwide Financial Services Inc/ • November 5th, 2004 • Life insurance

Congratulations on your selection as a Participant in the Nationwide Financial Services, Inc. Long-Term Equity Compensation Plan (the “Plan”). This agreement (“Agreement”), together with the Plan (copy enclosed), provides a complete detail of all of your rights under the stock option award described below, as well as all of the conditions and limitations affecting such rights. If there is any inconsistency between the terms of this Agreement and the terms of the Plan, the Plan’s terms shall completely supersede and replace the conflicting terms of this Agreement. All Capitalized terms used in this Agreement have the same meaning as in the Plan, unless specifically defined in this Agreement.

Third Amended and Restated Nationwide Financial Services, Inc. Restricted Stock Award Agreement
Restricted Stock Award Agreement • November 5th, 2004 • Nationwide Financial Services Inc/ • Life insurance

This agreement, together with the Plan (available on the Human Resources/Executive Performance and Rewards Service Website), provides a complete detail of your rights with respect to your Award of Restricted Stock limitations affecting such rights. If there is any inconsistency between the terms of this Agreement and the terms of the Plan, the Plan’s terms shall completely supersede and replace the conflicting terms of this Agreement. All capitalized terms used in this Agreement have the same meaning as in the Plan, unless otherwise defined this Award Agreement.

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