Salisbury Bancorp Inc Sample Contracts

Exhibit 10.3 FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 19th, 2009 • Salisbury Bancorp Inc • Savings institution, federally chartered
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SUBORDINATED NOTE PURCHASE AGREEMENT
Subordinated Note Purchase Agreement • March 31st, 2021 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of March 31, 2021, and is made by and among Salisbury Bancorp, Inc., a Connecticut corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

LETTER AGREEMENT DATED MARCH 13, 2009 INCLUDING THE SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 31st, 2011 • Salisbury Bancorp Inc • Savings institution, federally chartered • New York

WHEREAS, the Company agrees to expand the flow of credit to U.S. consumers and businesses on competitive terms to promote the sustained growth and vitality of the U.S. economy;

ARTICLE I A.
Supplemental Retirement Plan Agreement • January 30th, 2008 • Salisbury Bancorp Inc • Savings institution, federally chartered
SUBORDINATED NOTE PURCHASE AGREEMENT
Subordinated Note Purchase Agreement • December 11th, 2015 • Salisbury Bancorp Inc • Savings institution, federally chartered • New York

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of December 10, 2015, and is made by and among Salisbury Bancorp, Inc., a Connecticut corporation (“Company”), and the several purchasers of the Subordinated Notes identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

SALISBURY BANK AND TRUST COMPANY SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Salisbury Bank and Trust Company • August 11th, 2022 • Salisbury Bancorp, Inc. • Savings institution, federally chartered • Connecticut

THIS AGREEMENT (the “Agreement”) is made and entered into this 11th day of August, 2022, by and between Salisbury Bank and Trust Company, a banking corporation, located in Lakeville, CT (the “Bank”), and Stephen Scott, a current employee of the Bank (hereinafter referred to as the “Employee”).

CHANGE IN CONTROL AGREEMENT by and between SALISBURY BANK AND TRUST COMPANY and STEPHEN SCOTT
Change in Control Agreement • May 20th, 2022 • Salisbury Bancorp, Inc. • Savings institution, federally chartered • Connecticut

This Change in Control Agreement (this “Agreement”) is made and entered into effective as of May 18, 2022 (the “Effective Date”), by and between Salisbury Bank and Trust Company, a Connecticut-chartered commercial bank with its principal administrative office at 5 Bissell Street, P.O. Box 1868, Lakeville, CT 06039-1868 (together with its successors and assigns, the “Bank”) and Stephen Scott (“Executive”). Any reference to the “Company” hereunder shall mean Salisbury Bancorp, Inc. (together with its successors and assigns), the parent of the Bank that owns 100% of the Bank.

SEVERANCE AGREEMENT by and between SALISBURY BANK AND TRUST COMPANY and JOHN M. DAVIES
Severance Agreement • January 30th, 2020 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

This Severance Agreement (this “Agreement”) is made and entered into, effective as of January 1, 2020 (the “Effective Date”), by and between Salisbury Bank and Trust Company, a Connecticut-chartered commercial bank with its principal administrative office at 5 Bissell Street, Lakeville, CT 06039-1868 (together with its successors and assigns, the “Bank”) and John M. Davies (“Executive”). Any reference to the “Company” hereunder shall mean Salisbury Bancorp, Inc. (together with its successors and assigns), the parent of the Bank that owns 100% of the Bank.

AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 5, 2022 BY AND AMONG NBT BANCORP INC., NBT BANK, N.A., SALISBURY BANCORP, INC. AND SALISBURY BANK AND TRUST COMPANY
Agreement and Plan of Merger • December 5th, 2022 • Salisbury Bancorp, Inc. • Savings institution, federally chartered • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of December 5, 2022, by and among NBT Bancorp Inc., a Delaware corporation (“NBT”), NBT Bank, N.A., a federally-chartered national banking association and wholly-owned subsidiary of NBT (“NBT Bank”), Salisbury Bancorp, Inc., a Connecticut corporation (“Salisbury”), and Salisbury Bank and Trust Company, a Connecticut-chartered bank and wholly-owned subsidiary of Salisbury (“Salisbury Bank”).

PERFORMANCE AWARD RESTRICTED STOCK UNITS Granted by SALISBURY BANCORP, INC. under the SALISBURY BANCORP, INC.
Restricted Stock • March 1st, 2022 • Salisbury Bancorp, Inc. • Savings institution, federally chartered

This Performance Award Agreement for Restricted Stock Units (“Performance Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Long Term Incentive Plan (the “Plan”) of Salisbury Bancorp, Inc. (the “Corporation”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Performance Award pursuant to the Plan. The holder of this Performance Award (the “Participant”) hereby accepts this Performance Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Corporation (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used here

EMPLOYMENT AGREEMENT by and between SALISBURY BANK AND TRUST COMPANY and JOHN DAVIES
Employment Agreement • March 30th, 2016 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

This Employment Agreement (this “Agreement”), which is contingent upon consummation of the Merger, as defined herein, and which shall be effective upon the Effective Time of the Merger (the “Effective Date”), is made and entered into on March 18, 2014, by and between Salisbury Bank and Trust Company, a Connecticut-chartered commercial bank with its principal administrative office at 5 Bissell Street, Lakeville, CT 06039-1868 (together with its successors and assigns, the “Bank”) and John Davies (“Executive”). Any reference to the “Company” hereunder shall mean Salisbury Bancorp, Inc. (together with its successors and assigns), the parent of the Bank that owns 100% of the Bank.

Form of Split Dollar Agreement for Executives
Salisbury Bancorp Inc • March 30th, 2016 • Savings institution, federally chartered

I, _____________________________, an Employee designated as set forth in Article 2 of the Salisbury Bank and Trust Company Split Dollar Insurance Plan (the “Plan”), hereby elect to become a Participant of this Plan according to Article 2 of the Plan.

EXHIBIT 10.1 ------------
Salisbury Bancorp Inc • October 20th, 2006 • Savings institution, federally chartered
PERFORMANCE AWARD
Term Incentive Plan • April 2nd, 2019 • Salisbury Bancorp Inc • Savings institution, federally chartered

This Performance Award Agreement for Restricted Stock Units (“Performance Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Long Term Incentive Plan (the “Plan”) of Salisbury Bancorp, Inc. (the “Corporation”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Performance Award pursuant to the Plan. The holder of this Performance Award (the “Participant”) hereby accepts this Performance Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Corporation (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used here

SALISBURY BANK AND TRUST COMPANY SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Salisbury Bank and Trust Company • January 29th, 2020 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

THIS AGREEMENT (the “Agreement”) is made and entered into this 5th day of March, 2019, by and between Salisbury Bank and Trust Company, a banking corporation, located in Lakeville, CT (the “Bank”), and Peter Albero, a current employee of the Bank (hereinafter referred to as the “Employee”).

CONSULTING AND NON-COMPETE AGREEMENT DATED JUNE 1, 2009
Consulting and Non-Compete Agreement • March 31st, 2011 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

This Consulting and Non-Compete Agreement (hereinafter the “Agreement”) dated June 1, 2009, is made by and between John F. Perotti (hereinafter “Mr. Perotti”) and Salisbury Bancorp, Inc. (the “Company”) and Salisbury Bank and Trust Company (the “Bank”) (collectively, “Salisbury”), in light of the following circumstances:

Phantom Stock Appreciation unit Granted by SALISBURY BANCORP, INC. under the SALISBURY BANCORP, INC. 2015 PHANTOM STOCK APPRECIATION UNIT AND LONG-TERM INCENTIVE PLAN
Phantom Stock • January 5th, 2015 • Salisbury Bancorp Inc • Savings institution, federally chartered

This phantom stock appreciation unit agreement (“Agreement”) is and shall be subject in every respect to the provisions of 2015 Phantom Stock Appreciation Unit and Long-Term Incentive Plan (the “Plan”) of Salisbury Bancorp, Inc. (the “Company”). The individual recipient of this Agreement (the “Participant”) hereby accepts the award (“Award”) of phantom stock appreciation units (“Phantom Stock Appreciation Units”) made hereunder, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the committee appointed to administer the Plan (“Committee”) or the Board of Directors of the Company (“Board”) shall be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. A copy of the Plan has been provided to the Participant. Except where the context otherwise requires, the term “Company” shall include the parent a

AGREEMENT AND PLAN OF MERGER BY AND AMONG SALISBURY BANCORP, INC., SALISBURY BANK AND TRUST COMPANY AND RIVERSIDE BANK DATED AS OF MARCH 18, 2014
Agreement and Plan of Merger • March 19th, 2014 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut
UNITED STATES DEPARTMENT OF THE TREASURY
Securities Purchase Agreement • August 25th, 2011 • Salisbury Bancorp Inc • Savings institution, federally chartered

Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms (the “Securities Purchase Agreement”), dated as of the date set forth on Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement. Pursuant to the Securities Purchase Agreement, at the Closing, the Company issued to the Investor the number of shares of the series of its preferred stock set forth on Schedule A hereto (the “Preferred Shares”) and a warrant to purchase the number of shares of its common stock set forth on Schedule A hereto (the “Warrant”).

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PERFORMANCE AWARD
Restricted Stock Units • August 3rd, 2020 • Salisbury Bancorp Inc • Savings institution, federally chartered

This Performance Award Agreement for Restricted Stock Units (“Performance Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2017 Long Term Incentive Plan (the “Plan”) of Salisbury Bancorp, Inc. (the “Corporation”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a Performance Award pursuant to the Plan. The holder of this Performance Award (the “Participant”) hereby accepts this Performance Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Compensation Committee of the Board of Directors of the Corporation (“Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used here

CHANGE IN CONTROL AGREEMENT by and between SALISBURY BANK AND TRUST COMPANY and CARLA L. BALESANO Dated July 29, 2020
Change in Control Agreement • November 6th, 2020 • Salisbury Bancorp Inc • Savings institution, federally chartered • Connecticut

This Change in Control Agreement (this "Agreement") is made and entered into effective as of July 29, 2020 (the "Effective Date"), by and between Salisbury Bank and Trust Company, a Connecticut-chartered commercial bank with its principal administrative office at 5 Bissell Street, P.O. Box 1868, Lakeville, CT 06039-1868 (together with its successors and assigns, the "Bank") and Carla L. Balesano ("Executive"). Any reference to the "Company" hereunder shall mean Salisbury Bancorp, Inc. (together with its successors and assigns), the parent of the Bank that owns 100% of the Bank.

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