BETWEENAgreement and Plan of Merger • December 23rd, 2002 • Bay State Bancorp Inc • Savings institution, federally chartered • Massachusetts
1 EXHIBIT 1.2 2,041,250 Shares (subject to increase up to 2,082,938 shares in the event of an oversubscription) BAY STATE BANCORP, INC. (a Delaware corporation) Common Stock (par value $.01 per share) AGENCY AGREEMENTBay State Bancorp Inc • January 22nd, 1998 • Savings institution, federally chartered • New York
BAY STATE BANCORP, INC. THREE YEAR CHANGE IN CONTROL AGREEMENT This AGREEMENT is made effective as of March 2, 1998, by and between Bay State Bancorp, Inc. (the "Holding Company"), a corporation organized under the laws of the State of Delaware, with...Control Agreement • June 14th, 1999 • Bay State Bancorp Inc • Savings institution, federally chartered • Delaware
1 EXHIBIT 10.4 FORM OF EMPLOYMENT AGREEMENT BETWEEN BAY STATE BANCORP, INC. AND CERTAIN EXECUTIVE OFFICERS 2 FORM OF HOLDING COMPANY EMPLOYMENT AGREEMENTBay State Bancorp Inc • November 13th, 1997
Exhibit 10.1 Employment Agreement Between Bay State Bancorp, Inc. and John F. Murphy BAY STATE BANCORP, INC. EMPLOYMENT AGREEMENT (As amended and restated) This AGREEMENT ("Agreement") originally entered into on February 13, 1998, is amended and...Employment Agreement • June 13th, 2000 • Bay State Bancorp Inc • Savings institution, federally chartered • Delaware
1 EXHIBIT 10.2 DRAFT ESOP LOAN COMMITMENT LETTER AND ESOP LOAN DOCUMENTS 2 FORM OF BAY STATE FEDERAL SAVINGS BANK EMPLOYEE STOCK OWNERSHIP TRUST LOAN AND SECURITY AGREEMENTBay State Bancorp Inc • November 13th, 1997 • Massachusetts
BAY STATE FEDERAL SAVINGS BANK TWO YEAR CHANGE IN CONTROL AGREEMENT This AGREEMENT is made effective as of February 13, 1998, by and among Bay State Federal Savings Bank (the "Institution"), a federally chartered savings bank, with its principal...Control Agreement • June 14th, 1999 • Bay State Bancorp Inc • Savings institution, federally chartered • Delaware
EXHIBIT 1.1 ENGAGEMENT LETTER BETWEEN BAY STATE FEDERAL SAVINGS BANK AND SANDLER O'NEILL & PARTNERS, L.P. 2 September 9, 1997 Mr. John F. Murphy President and Chief Executive Officer Bay State Federal Savings Bank 1309 Beacon Street Brookline, MA...Bay State Bancorp Inc • November 13th, 1997 • New York
1 EXHIBIT 10.5 FORM OF CHANGE IN CONTROL AGREEMENT BETWEEN BAY STATE FEDERAL SAVINGS BANK AND CERTAIN EXECUTIVE OFFICERS 2 FORM OF BANK TWO YEAR CHANGE IN CONTROL AGREEMENTControl Agreement • November 13th, 1997 • Bay State Bancorp Inc
WITNESSETHPayments and Waiver Agreement • December 23rd, 2002 • Bay State Bancorp Inc • Savings institution, federally chartered • Massachusetts
1 EXHIBIT 10.3 FORM OF EMPLOYMENT AGREEMENT BETWEEN BAY STATE FEDERAL SAVINGS BANK AND CERTAIN EXECUTIVE OFFICERS 2 FORM OF BANK EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 1997 • Bay State Bancorp Inc
BAY STATE FEDERAL SAVINGS BANK EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of February 13, 1998, by and among Bay State Federal Savings Bank (the "Bank"), a federally chartered stock savings bank, with its principal...Bay State Federal Savings Bank Employment Agreement • June 14th, 1999 • Bay State Bancorp Inc • Savings institution, federally chartered • Delaware
Exhibit 10.3 Employment Agreement Between Bay State Bancorp, Inc and Denise M. Renaghan Exhibit 10.3 Ms. Renaghan's Employment is the same as the Employment Agreement in Exhibit 10.1, which is incorporated herein by reference except as to: (i) the...Employment Agreement • June 13th, 2000 • Bay State Bancorp Inc • Savings institution, federally chartered
Ms. Renaghan's Employment is the same as the Employment Agreement in Exhibit 10.1, which is incorporated herein by reference except as to: (i) the name of the signatory, which is Denise M. Renaghan; (ii) the signatory for the Company, which is John F. Murphy; (iii) the position in Section 1, which is Executive Vice President and Chief Operating Officer; and (iv) the amount of the base salary in Section 3(a), which is $175,000.
BAY STATE BANCORP, INC. EMPLOYMENT AGREEMENT This AGREEMENT ("Agreement") is made effective as of February 13, 1998, by and between Bay State Bancorp, Inc. (the "Holding Company"), a corporation organized under the laws of Delaware with its principal...Bay State • June 14th, 1999 • Bay State Bancorp Inc • Savings institution, federally chartered • Delaware
Exhibit 10.3 Ms. Renaghan's Employment is the same as the Employment Agreement in Exhibit 10.1, which is incorporated herein by reference except as to: (i) the name of the signatory, which is Denise M. Renaghan; (ii) the signatory for the Company,...Bay State Bancorp Inc • June 14th, 1999 • Savings institution, federally chartered
Ms. Renaghan's Employment is the same as the Employment Agreement in Exhibit 10.1, which is incorporated herein by reference except as to: (i) the name of the signatory, which is Denise M. Renaghan; (ii) the signatory for the Company, which is John F. Murphy; (iii) the position in Section 1, which is Executive Vice President and Chief Operating Officer; and (iv) the amount of the base salary in Section 3(a), which is $150,000.
Exhibit 10.4 Ms. Renaghan's Employment Agreement is the same as the Employment Agreement in Exhibit 10.2, which is incorporated herein by reference except as to: (i) the name of the signatory, which is Denise M. Renaghan; (ii) the position in Section...Bay State Bancorp Inc • June 14th, 1999 • Savings institution, federally chartered
Ms. Renaghan's Employment Agreement is the same as the Employment Agreement in Exhibit 10.2, which is incorporated herein by reference except as to: (i) the name of the signatory, which is Denise M. Renaghan; (ii) the position in Section 1, which is Executive Vice President and Chief Operating Officer; (iii) the signatory for the Company, which is John F. Murphy; (iv) the guarantor for the Company, which is John F. Murphy; and (v) the amount of the base salary in Section 3(a), which is $150,000.
