Retention Agreement Modification Acknowledgment between Stephen J. Boyle and TD Banknorth Inc.

Contract Categories: Human Resources › Retention Agreements
Summary

This letter agreement, dated November 19, 2006, is between Stephen J. Boyle and TD Banknorth Inc., with acknowledgment by The Toronto-Dominion Bank. Boyle agrees that the execution and completion of the merger between TD Banknorth Inc., TD, and Bonn Merger Co., and related changes in job status or company structure, will not be considered a "Good Reason" or "Change in Control" under his existing retention agreement or compensation plans. The agreement clarifies that these events do not trigger special rights or benefits for Boyle under those arrangements.

Read More Arrow
EX-10.3 5 w27467exv10w3.htm EX-10.3 exv10w3  

Exhibit 10.3
November 19, 2006
Kevin Condron, Curtis M. Scribner
TD Banknorth Inc.
P.O. Box 9540
2 Portland Square
Portland, ME 04112-9540
     Re: Retention Agreement
Dear Kevin and Curtis:
     As requested by The Toronto-Dominion Bank (“TD”) and TD Banknorth Inc., I hereby acknowledge and agree that neither the execution of the Agreement and Plan of Merger dated as of November 19, 2006 among TD Banknorth Inc., TD and Bonn Merger Co. (the “Merger Agreement”), nor the consummation of the transactions contemplated by the Merger Agreement (the “Merger”), together with any changes in job duties, status, or reporting responsibilities that are directly attributable to the Merger, TD Banknorth Inc. common stock no longer being registered under the Securities Exchange Act of 1934, as amended, or listed on a national securities exchange, or the reality that TD Banknorth Inc. will become a wholly owned subsidiary, will constitute a “Good Reason” or a “Change in Control” (or similar terms), as such terms are defined in my Retention Agreement with TD Banknorth Inc. dated August 25, 2004, as amended or in any compensation plans in which I participate (and that such agreements and arrangements will be hereby deemed modified to effect the foregoing).
     
 
  Sincerely,
 
    
 
  /s/ Stephen J. Boyle
 
   
 
  Stephen J. Boyle
Accepted and Agreed by TD Banknorth Inc.
         
By:
  /s/ William J. Ryan
 
    
 
  Name: William J. Ryan 		   
  Title: Chairman & CEO