0001193125-05-011405 Sample Contracts

BONUS ELECTION AGREEMENT
Bonus Election Agreement • January 25th, 2005 • Camden National Corp • National commercial banks • Camden

This Bonus Election Agreement (“Bonus Election Agreement”) is entered into by and between Camden National Corporation (the “Company”) and (“Participant”), who is an eligible employee of the Company or any of its subsidiaries, pursuant to the terms of the Company’s Management Stock Purchase Plan (the “Plan”) which is a component plan of the Camden National Corporation 2003 Stock Option and Incentive Plan. The Plan provisions are incorporated herein by reference in their entirety and supersede any conflicting provisions contained in this Bonus Election Agreement. Neither this Bonus Election Agreement nor the Plan shall be construed as giving Participant any right to continue to be employed by or perform services for the Company or any subsidiary or affiliate thereof.

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RESTRICTED SHARE AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION AND THE CAMDEN NATIONAL CORPORATION MANAGEMENT STOCK PURCHASE PLAN
Restricted Share Agreement • January 25th, 2005 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2003 Stock Option and Incentive Plan and the Camden National Corporation Management Stock Purchase Plan (collectively, the “Plans”), each as amended through the date hereof, Camden National Corporation (the “Company”) hereby grants a Restricted Share award (an “Award”) to the Participant named above. The Participant shall receive the number of shares of Common Stock, no par value per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plans.

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