Commonwealth Bancorp Inc Sample Contracts

Commonwealth Bancorp Inc – AGREEMENT AND PLAN OF MERGER (October 1st, 2002)

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER By and Among CITIZENS BANK OF PENNSYLVANIA CITIZENS FINANCIAL GROUP, INC. and COMMONWEALTH BANCORP, INC. Dated as of September 30, 2002 TABLE OF CONTENTS ARTICLE I - THE MERGER..........................................................................1 1.1 The Merger.................................................................1 1.2 Effective Time.............................................................2 1.3 Effects of the Merger..................................................

Commonwealth Bancorp Inc – 97 98 99 00 01 ---------- ---------- ---------- ---------- ---------- EPS $1.02 $0.73 $1.32 $1.39 $1.28 CORE CASH EPS $1.14 $1.14 $1.52 $1.71 $1.85 (April 16th, 2002)
Commonwealth Bancorp Inc – AGREEMENT (March 15th, 2002)

EXHIBIT 10.8 AGREEMENT THIS AGREEMENT is dated the 15th day of March 2001 among Commonwealth Bancorp, Inc. (the "Company"), Commonwealth Bank (the "Bank"), a Pennsylvania chartered savings bank and a wholly owned subsidiary of the Company, and Charles H. Meacham (the "Executive"). This Agreement shall be effective May 1, 2001. WITNESSETH WHEREAS, the Executive is presently Chairman of the Board and Chief Executive Officer of the Company and the Bank (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued participation in the business of the Employers, and the Employers desire to have this new Agreement supersede their respective current agreements with the Executive dated October 20, 1998; WHEREAS, the Executive desires to retire as Chief Executive Officer of the Company a

Commonwealth Bancorp Inc – AGREEMENT (March 15th, 2002)

EXHIBIT 10.13 AGREEMENT AGREEMENT, effective December 9, 2001 between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and Brian C. Zwaan (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Executive Vice President, Chief Lending Officer of the Bank; WHEREAS, the Bank desires to be ensured of the Executive's continued active participation in the business of the Bank, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated October 20, 1998; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Bank desires to enter into an agreement with the Executive with respect to his employment by the Bank; and WHEREAS, in order to induce the Executive to remain in the employ

Commonwealth Bancorp Inc – COMMONWEALTH BANK TO SELL MORTGAGE LOAN PRODUCTION OFFICES TO AMERICAN HOME (February 9th, 2001)

Exhibit 99 [COMMONWEALTH BANCORP, INC. LOGO] For release: IMMEDIATELY Contact: Charles M. Johnston, Chief Financial Officer, 610-313-2189 COMMONWEALTH BANK TO SELL MORTGAGE LOAN PRODUCTION OFFICES TO AMERICAN HOME MORTGAGE HOLDINGS, INC. Move Accelerates Commonwealth's Strategy to Shift Business Mix from Traditional Thrift to Full-Service Bank Customers to Benefit from Expanded Product Line; Mortgages Still Available Through Commonwealth Branches NORRISTOWN, PA, FEBRUARY 9, 2001 - Commonwealth Bank, a subsidiary of Commonwealth Bancorp, Inc. (Nasdaq: CMSB), today announced plans to sell the Pennsylvania and Maryland loan production offices of its residential mortgage division, ComNet Mortgage Services, to American Home Mortgage Holdings, Inc. (Nasdaq: AHMH) of Melville, NY. The Bank also said it intends to outsource the servicing function relating to its portfoli

Commonwealth Bancorp Inc – AGREEMENT TO SELL TWO BRANCH OFFICES (May 2nd, 2000)

Exhibit 99 [COMMONWEALTH BANCORP, INC. LOGO] For release: IMMEDIATELY Contact: Charles M. Johnston, Chief Financial Officer Commonwealth Bancorp, Inc. (610) 313-2189 COMMONWEALTH BANCORP, INC. ANNOUNCES AGREEMENT TO SELL TWO BRANCH OFFICES Norristown, PA, May 1, 2000 - Commonwealth Bancorp, Inc. (NASDAQ: CMSB) announced today that its wholly-owned subsidiary, Commonwealth Bank, has reached a definitive agreement with Nazareth National Bank & Trust Company, a wholly-owned subsidiary of First Colonial Group, Inc. (NASDAQ: FTCG) regarding the sale of Commonwealth's two branches in Lehigh County, Pennsylvania. The transaction, which is subject to regulatory approval, is expected to be completed in the summer of 2000. Charles H. Meacham, Chairman and Chief Executive Officer, stated, "The sale of these branches reflects our

Commonwealth Bancorp Inc – MORTGAGE SERVICING BUSINESS (July 8th, 1999)

Exhibit 99 For release: IMMEDIATELY Contact: Charles M. Johnston, Chief Financial Officer Commonwealth Bancorp, Inc. (610) 313-2189 COMMONWEALTH BANCORP, INC. TO EXIT THIRD PARTY MORTGAGE SERVICING BUSINESS Norristown, PA, July 7, 1999 - Commonwealth Bancorp, Inc. (NASDAQ: CMSB) announced today that its wholly-owned subsidiary, Commonwealth Bank, will exit substantially all of its third party mortgage servicing business, and has reached a definitive agreement with National City Mortgage Co. regarding the sale of Commonwealth's existing $1.0 billion Fannie Mae and Freddie Mac mortgage servicing portfolio. The Company expects to realize a pre-tax gain of between $3.5 million and $4.0 million upon completion of the transaction, which is anticipated to occur in the third quarter of 1999. Charles H. Meacham, Chairman and Chief Executive Officer,

Commonwealth Bancorp Inc – AGREEMENT TO SELL TWO BRANCH OFFICES (April 8th, 1999)

Exhibit 99 For release: IMMEDIATELY Contact: Charles M. Johnston, Chief Financial Officer Commonwealth Bancorp, Inc. (610) 313-2189 COMMONWEALTH BANCORP, INC. ANNOUNCES AGREEMENT TO SELL TWO BRANCH OFFICES Norristown, PA, April 7, 1999 - Commonwealth Bancorp, Inc. (NASDAQ: CMSB) announced today that its wholly-owned subsidiary, Commonwealth Bank, has reached a definitive agreement with Harris Savings Bank regarding the sale of Common- wealth's two branches in Lebanon County, Pennsylvania. The transaction, which is subject to regulatory approval, is expected to be completed in the summer of 1999. Charles H. Meacham, Chairman and Chief Executive Officer, stated, "The sale of these branches reflects our strateg

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.9 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Patrick J. Ward (the "Executive"). WITNESSETH WHEREAS, the Executive is presently President, Chief Operating Officer and Secretary of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated December 9, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corpora

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.10 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Charles M. Johnston (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President and Chief Financial Officer of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated December 9, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corpor

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.11 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and William J. Monnich (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President, Community Banking of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated December 9, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to spec

Commonwealth Bancorp Inc – AGREEMENT (March 17th, 1999)

1 Exhibit 10.8 AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Charles H. Meacham (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Chairman of the Board and Chief Executive Officer of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated December 9, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corporat

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.14 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to February 6, 1998, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and Brian C. Zwaan (the "Executive"). WITNESSETH WHEREAS, the Executive has been elected to serve as Senior Vice President, Business Banking of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated February 6, 1998; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.13 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and David K. Griest (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President, Chief Information Officer of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated December 9, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire

Commonwealth Bancorp Inc – AMENDED AGREEMENT (March 17th, 1999)

1 Exhibit 10.12 AMENDED AGREEMENT AMENDED AGREEMENT, dated this 20th day of October 1998 and retroactively effective to December 9, 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and Peter A. Kehoe (the "Executive"). WITNESSETH WHEREAS, the Executive is presently President, ComNet Mortgage Services Division of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated December 9, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to sp

Commonwealth Bancorp Inc – 1996 AMENDED RECOGNITION AND RETENTION PLAN AND TRUST AGREEMENT (May 14th, 1998)

1 EXHIBIT 10-6 COMMONWEALTH BANCORP, INC. 1996 AMENDED RECOGNITION AND RETENTION PLAN AND TRUST AGREEMENT ARTICLE I ESTABLISHMENT OF THE PLAN AND TRUST 1.01 Commonwealth Bancorp, Inc. (the "Corporation") hereby establishes the 1996 Amended Recognition and Retention Plan (the "Plan") and Trust (the "Trust") upon the terms and conditions hereinafter stated in this 1996 Amended Recognition and Retention Plan and Trust Agreement (the "Agreement"). 1.02 The Trustee hereby accepts this Trust and agrees to hold the Trust assets existing on the date of this Agreement and all additions and accretions thereto upon the terms and conditions hereinafter stated. ARTICLE II PURPOSE OF THE PLAN 2.01 The purpose of the Plan is to retain personnel of experience a

Commonwealth Bancorp Inc – 1993 AMENDED DIRECTORS' STOCK OPTION PLAN (May 14th, 1998)

1 EXHIBIT 10-2 COMMONWEALTH BANCORP, INC. 1993 AMENDED DIRECTORS' STOCK OPTION PLAN ARTICLE I ESTABLISHMENT OF THE PLAN Commonwealth Bancorp, Inc. (the "Corporation") hereby assumes this 1993 Directors' Stock Option Plan (the "Plan") originally established by Commonwealth Bank (the "Bank") upon the terms and conditions hereinafter stated. ARTICLE II PURPOSE OF THE PLAN The purpose of this Plan is to improve the growth and profitability of the Corporation by providing non-employee directors with a proprietary interest in the Corporation through non-discretionary grants of non-qualified stock options (an "Option" or "Options"). ARTICLE III ADMINISTRATION OF THE PLAN

Commonwealth Bancorp Inc – 1993 AMENDED STOCK INCENTIVE PLAN (May 14th, 1998)

1 EXHIBIT 10-1 COMMONWEALTH BANCORP, INC. 1993 AMENDED STOCK INCENTIVE PLAN ARTICLE I ESTABLISHMENT OF THE PLAN Commonwealth Bancorp, Inc. (the "Corporation") hereby assumes this 1993 Amended Stock Incentive Plan (the "Plan") originally established by Commonwealth Bank (the "Bank") upon the terms and conditions hereinafter stated. ARTICLE II PURPOSE OF THE PLAN The purpose of this Plan is to improve the growth and profitability of the Corporation and its Subsidiary Companies by attracting and retaining qualified personnel, providing such Employees with a proprietary interest in the Corporation as an incentive to contribute to the success of the Corporation and its Subsidiary Companies, and rewarding those Employees for outstan

Commonwealth Bancorp Inc – PLAN FOR OFFICERS AND TRUST AGREEMENT (May 14th, 1998)

1 EXHIBIT 10-3 COMMONWEALTH BANCORP, INC. AMENDED MANAGEMENT RECOGNITION PLAN FOR OFFICERS AND TRUST AGREEMENT ARTICLE I ESTABLISHMENT OF THE PLAN AND TRUST 1.01 Commonwealth Bancorp, Inc. (the "Corporation") hereby assumes this Amended Management Recognition Plan for Officers (the "Plan") and Trust (the "Trust") originally established by Commonwealth Bank (the "Bank") upon the terms and conditions hereinafter stated in this Amended Management Recognition Plan and Trust Agreement (the "Agreement"). 1.02 The Trustee(s) hereby accept this Trust and agree to hold the Trust assets existing on the date of this Agreement and all additions and accretions thereto upon the terms and conditions hereinafter stated. ARTICLE II

Commonwealth Bancorp Inc – 1996 AMENDED STOCK OPTION PLAN (May 14th, 1998)

1 EXHIBIT 10-5 COMMONWEALTH BANCORP, INC. 1996 AMENDED STOCK OPTION PLAN ARTICLE I ESTABLISHMENT OF THE PLAN Commonwealth Bancorp, Inc. (the "Corporation") hereby establishes this 1996 Amended Stock Option Plan (the "Plan") upon the terms and conditions hereinafter stated. ARTICLE II PURPOSE OF THE PLAN The purpose of this Plan is to improve the growth and profitability of the Corporation and its Subsidiary Companies by providing Employees and Non-Employee Directors with a proprietary interest in the Corporation as an incentive to contribute to the success of the Corporation and its Subsidiary Companies, and rewarding Employees for outstanding performance and the attainment of targeted goals. All Incentive Stock Options

Commonwealth Bancorp Inc – PLAN FOR DIRECTORS AND TRUST AGREEMENT (May 14th, 1998)

1 EXHIBIT 10-4 COMMONWEALTH BANCORP, INC. AMENDED MANAGEMENT RECOGNITION PLAN FOR DIRECTORS AND TRUST AGREEMENT ARTICLE I ESTABLISHMENT OF THE PLAN AND TRUST 1.01 Commonwealth Bancorp, Inc. (the "Corporation") hereby assumes this Amended Management Recognition Plan for Directors (the "Plan") and Trust (the "Trust") originally established by Commonwealth Bank (the "Bank") upon the terms and conditions hereinafter stated in this Amended Management Recognition Plan for Directors and Trust Agreement (the "Agreement"). 1.02 The Trustee(s) hereby accept this Trust and agree to hold the Trust assets existing on the date of this Agreement and all additions and accretions thereto upon the terms and conditions hereinafter stated. ARTICLE II

Commonwealth Bancorp Inc – COMMONWEALTH BANK ACQUIRES VIRGINIA MORTGAGE COMPANY (April 6th, 1998)

For release: IMMEDIATELY Contact: Charles M. Johnston, Chief Financial Officer Commonwealth Bancorp, Inc. (610) 313-2189 COMMONWEALTH BANK ACQUIRES VIRGINIA MORTGAGE COMPANY NORRISTOWN, PA, MARCH 31, 1998 -- Commonwealth Bancorp, Inc. (NASDAQ: CMSB) announced today that Commonwealth Bank, through ComNet Mortgage Services (ComNet), its mortgage banking division, has acquired selected assets of Edmunds Financial Corporation d/b/a Service First Mortgage, a mortgage company headquartered in Annandale, Virginia. Terms of the transaction, which were not material to Commonwealth, were not disclosed. Among the assets acquired from Service First Mortgage was the production branch located in Annandale, Virginia. In 1997, t

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 EXHIBIT 10.13 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and David K. Griest (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President, Chief Information Officer of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated January 1, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to specify the terms of such employment, including the

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 EXHIBIT 10.8 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Charles H. Meacham (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Chairman of the Board and Chief Executive Officer of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated January 1, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corporation and the Bank desire to enter into separate agreement

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 Exhibit 10.11 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and William J. Monnich (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President, Community Banking of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated January 1, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to specify the terms of such employment, including the severance benefit

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 EXHIBIT 10.14 AGREEMENT AGREEMENT, dated this 6th day of February 1998, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and Brian C. Zwaan (the "Executive"). WITNESSETH WHEREAS, the Executive has been elected to serve as Senior Vice President, Business Banking of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to specify the terms of such employment, including the severance benefits which shall be due the Executive by the Bank in the event that his employment with the Bank is te

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 Exhibit 10.10 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Charles M. Johnston (the "Executive"). WITNESSETH WHEREAS, the Executive is presently Senior Vice President and Chief Financial Officer of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated January 1, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corporation and the Bank desire to enter into separate agreements with the Ex

Commonwealth Bancorp Inc – SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (March 18th, 1998)

1 EXHIBIT 10.16 SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN OF COMMONWEALTH BANK (As amended effective January 1, 1998) Purpose and Background The purpose of the Commonwealth Bank Supplemental Executive Retirement Plan (formerly the Commonwealth Federal Savings Bank Supplemental Executive Retirement Plan) is to provide those officers of Commonwealth Bank listed in Appendix A attached hereto with supplemental retirement benefits that will assist them in maintaining an accustomed standard of living. The Plan is an unfunded plan maintained for the purpose of providing deferred compensation for selected officers of the Bank, each of whom is a member of a select group of management or highly compensated employees for purpose of Title I of the Empl

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 Exhibit 10.12 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bank (the "Bank"), a federally chartered savings bank, and Peter A. Kehoe (the "Executive"). WITNESSETH WHEREAS, the Executive is presently President, ComNet Mortgage Services Division of the Bank (the "Employer"); WHEREAS, the Employer desires to be ensured of the Executive's continued active participation in the business of the Employer, and the Bank desires to have this new Agreement supersede its current agreement with the Executive dated January 1, 1997; and WHEREAS, in order to induce the Executive to remain in the employ of the Employer and in consideration of the Executive's agreeing to remain in the employ of the Employer, the parties desire to specify the terms of such employment, including the severance benefit

Commonwealth Bancorp Inc – AGREEMENT (March 18th, 1998)

1 Exhibit 10.9 AGREEMENT AGREEMENT, dated this 9th day of December 1997, between Commonwealth Bancorp, Inc. (the "Corporation"), a Pennsylvania corporation, and Patrick J. Ward (the "Executive"). WITNESSETH WHEREAS, the Executive is presently President, Chief Operating Officer and Secretary of the Corporation and Commonwealth Bank (the "Bank") (together, the "Employers"); WHEREAS, the Employers desire to be ensured of the Executive's continued active participation in the business of the Employers, and the Bank is concurrently entering into a new Agreement with the Executive to supersede the agreement with the Executive dated January 1, 1997; WHEREAS, in accordance with Office of Thrift Supervision ("OTS") Regulatory Bulletin 27a, the Corporation and the Bank desire to enter into separate agreements with the Execut

Commonwealth Bancorp Inc – AGREEMENT (March 20th, 1997)

1 EXHIBIT 10.8 AGREEMENT AGREEMENT, dated this 1st day of January 1997, between Commonwealth Bank (the "Bank"), a federally-chartered savings bank, and Charles H. Meacham (the "Executive"). W I T N E S S E T H: WHEREAS, the Executive is presently Chairman of the Board and Chief Executive Officer of the Bank; and WHEREAS, the Bank desires to be ensured of the Executive's continued active participation in the business of the Bank; and WHEREAS, in order to induce the Executive to remain in the employ of the Bank and in consideration of the Executive's agreeing to remain in the employ of the Bank, the parties desire to specify the terms of such employment; NOW THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereby agree as follows: 1.

Commonwealth Bancorp Inc – AGREEMENT (March 20th, 1997)

1 EXHIBIT 10.9 AGREEMENT AGREEMENT, dated this 1st day of January 1997, between Commonwealth Bank (the "Bank"), a federally-chartered savings bank, and Patrick J. Ward (the "Executive"). W I T N E S S E T H: WHEREAS, the Executive is presently President and Chief Operating Officer of the Bank; and WHEREAS, the Bank desires to be ensured of the Executive's continued active participation in the business of the Bank; and WHEREAS, in order to induce the Executive to remain in the employ of the Bank and in consideration of the Executive's agreeing to remain in the employ of the Bank, the parties desire to specify the terms of such employment; NOW THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereby agree as follows: 1. DEFINITIONS.

Commonwealth Bancorp Inc – STOCK PURCHASES TO FUND STOCK COMPENSATION PLAN (December 18th, 1996)

PRESS RELEASE FOR RELEASE: Immediately CONTACT: Patrick J. Ward, President and Chief Operating Officer Commonwealth Bank (610) 251-1600 or Tom Yaegel Tom Yaegel Associates Inc. (215) 322-5330 COMMONWEALTH BANCORP, INC. ANNOUNCES APPROVAL OF STOCK BENEFIT PLANS AND INITIATION OF OPEN-MARKET STOCK PURCHASES TO FUND STOCK COMPENSATION PLAN VALLEY FORGE, PENNSYLVANIA -- DECEMBER 17, 1996 - The Board of Directors of Commonwealth Bancorp, Inc. (NASDAQ: CMSB) (the "Company") announced that its 1996 Stock Option Plan and its 1996 Recognition and Retention Plan were approved by shareholders at a special meeting of shareholders held today. The Company also announced that in order to fund the 1996 Recognition and Retention Plan, the related trust intends to purchase shares of the Company's common stock in the open market with