Dzurilla Joan M Sample Contracts

Dzurilla Joan M – SHAREHOLDER SUPPORT AGREEMENT (March 4th, 1999)

1 EXHIBIT 4.2 SHAREHOLDER SUPPORT AGREEMENT FIFTH THIRD BANCORP 38 Fountain Square Plaza Cincinnati, Ohio 45263 February 27, 1999 Mrs. Joan M. Dzurilla c/o Emerald Financial Corp. 14902 Pearl Road Strongsville, Ohio 44136 Dear Mrs. Dzurilla: As you know, Fifth Third Bancorp, an Ohio corporation ("Fifth Third"), and Emerald Financial Corp., an Ohio corporation ("Emerald."), are concurrently entering into an Affiliation Agreement (the "Affiliation Agreement") pursuant to which Emerald, will merge (the "Merger") with and into Fifth Third with Fifth Third as the surviving corporation in the Merger. As a shareholder, you believe it is in the best interests of Emerald and all Emerald shareholders for the

Dzurilla Joan M – AFFILIATION AGREEMENT (March 4th, 1999)

1 Exhibit 4.1 AFFILIATION AGREEMENT This Affiliation Agreement ("Affiliation Agreement") dated as of February 27, 1999 is entered into by and between FIFTH THIRD BANCORP, a corporation organized and existing under the corporation laws of the State of Ohio with its principal office located in Cincinnati, Hamilton County, Ohio ("Fifth Third"), and EMERALD FINANCIAL CORP., a corporation organized and existing under the corporation laws of the State of Ohio, with its principal office located in Strongsville, Cuyahoga County, Ohio ("Emerald"). W I T N E S S E T H : WHEREAS, Fifth Third is a registered bank holding company under the Bank Holding Company Act of 1956, as amended, and Emerald is a unitary savings and loan holding company under Section 10 of the Home Owners' Loan Act, as amended ("HOLA"), and Fifth Third and Emerald desire to effect a merger u