First Wasington Financial Corp Sample Contracts

First Washington Financial Corp – EXHIBIT B WARRANT to Purchase up to 850,000 Shares of the Common Stock, No Par Value, of FIRST WASHINGTON FINANCIALCORP. (June 17th, 2004)

This is to certify that, for value received, Fulton Financial Corporation (“Fulton”) or any permitted transferee (Fulton or such transferee being hereinafter called the “Holder”) is entitled to purchase, subject to the provisions of this Warrant, from First Washington FinancialCorp, a New Jersey corporation (“First Washington”), at any time on or after the date hereof, an aggregate of up to 850,000 fully paid and non-assessable shares of common stock, no par value (the “Common Stock”), of First Washington at a price per share equal to $21.00, subject to adjustment as herein provided (the “Exercise Price”).

First Washington Financial Corp – EXHIBIT A WARRANT AGREEMENT (June 17th, 2004)

THIS WARRANT AGREEMENT is made as of June 15, 2004 by and between Fulton Financial Corporation, a Pennsylvania corporation (“Fulton”) and First Washington FinancialCorp, a New Jersey corporation (“First Washington”).

First Washington Financial Corp – AGREEMENT AND PLAN OF MERGER BY AND BETWEEN FIRST WASHINGTON FINANCIAL CORP AND FULTON FINANCIAL CORPORATION JUNE 14, 2004 (June 17th, 2004)

THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of June 14, 2004, is by and between Fulton Financial Corporation, a Pennsylvania corporation (“Parent”), and First Washington FinancialCorp, a New Jersey corporation (the “Company”). Parent and the Company are sometimes collectively referred to herein as the “Constituent Corporations”. Defined terms are described in Section 9.11.

First Washington Financial Corp – CHANGE IN CONTROL AGREEMENT (March 26th, 2004)

EXHIBIT 10 - AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT Exhibit 10 AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (the "Agreement"), is made this 30th day of April, 2003, between FIRST WASHINGTON FINANCIAL CORP. ("FWFC"), a corporation organized under the laws of the State of New Jersey, with its principal office at U.S. Route 130 & Main Street, Windsor, New Jersey 08561 and C. HERBERT SCHNEIDER (the "Executive"). BACKGROUND WHEREAS, the Executive is employed by FWFC as its President and Chief Executive Officer; WHEREAS, the Executive has worked diligently in his position in the business of FWFC; WHEREAS, the Board of Directors of FWFC believes that the future services of the Executive are of great value to FWFC and that it is important for the growth and development of FWF

First Washington Financial Corp – CHANGE IN CONTROL AGREEMENT (May 15th, 2003)

Exhibit 10 - Change in Control Agreement AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (the "Agreement"), is made this 30th day of April, 2003, between FIRST WASHINGTON FINANCIAL CORP. ("FWFC"), a corporation organized under the laws of the State of New Jersey, with its principal office at U.S. Route 130 & Main Street, Windsor, New Jersey 08561 and C. HERBERT SCHNEIDER (the "Executive"). BACKGROUND WHEREAS, the Executive is employed by FWFC as its President and Chief Executive Officer; WHEREAS, the Executive has worked diligently in his position in the business of FWFC; WHEREAS, the Board of Directors of FWFC believes that the future services of the Executive are of great value to FWFC and that it is important for the growth and development of FWFC that the Executive continue in his position;

First Washington Financial Corp – EQUITY SPLIT DOLLAR AGREEMENT (March 27th, 2003)

EXHIBIT 10 - FORM OF EQUITY SPLIT DOLLAR AGREEMENT -------------------------------------------------- Exhibit 10 - Form of Equity Split Dollar Agreement -------------------------------------------------- EQUITY SPLIT DOLLAR AGREEMENT AGREEMENT made the ___th day of _________, 200__, by and between First Washington State Bank, having a place of business at P.O. Box 500, Route 130 & Main Street, Windsor, NJ 08561, (hereinafter called "the Corporation") and ________________ residing at ______________________ (hereinafter called the "Director"). W I T N E S S E T H ------------------- WHEREAS, the Director is and has served the Corporation for ____ years and has performed valuable services; WHEREAS, in recognition of the past and future valued services of _____________, the Corporation wishes to enter into a Split Dollar Plan to prov

First Wasington Financial Corp – 1999 STOCK OPTION PLAN (April 11th, 2001)

FIRST WASHINGTON FINANCIALCORP 1999 STOCK OPTION PLAN Section 1. Purpose The First Washington FinancialCorp 1999 Stock Option Plan (the "Plan") is hereby established to foster and promote the long-term success of First Washington FinancialCorp., its subsidiaries (collectively, the "Corporation") and its shareholders by providing non-employee directors of the Corporation and its subsidiaries with an equity interest in the Corporation. The Plan will assist the Corporation in attracting and retaining the highest quality of experienced persons as directors and in aligning the interests of such persons more closely with the interests of the Corporation's shareholders by encouraging such parties to maintain an equity interest in the Corporation. Section 2. Definitions Capitalized terms not specifically defined elsewhere herein shall have the following meaning: "Board" means the Board of Directors of th

First Wasington Financial Corp – First Washington State Bank 1997 Stock Option Plan (April 11th, 2001)

First Washington State Bank 1997 Stock Option Plan -------------------------------------------------------------------------------- First Washington State Bank 1997 Stock Option Plan Table of Contents -------------------------------- Section Page Number ---- ------ 1. Definitions 1 2. Purpose 4 3. Administration 4 4. Grants 5 5. Stock Option Agreements 5 6. Stock Option Price 5 7. Vesting of Stoc

First Wasington Financial Corp – CHANGE IN CONTROL AGREEMENT (April 11th, 2001)

CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (the "Agreement"), is made this 4TH day of November, 1998, between FIRST WASHINGTON FINANCIAL CORP. ("COMPANY"), a banking corporation organized under the laws of the State of New Jersey, with its principal office at U.S. Route 1.30 & Main Street, Windsor, New Jersey 08561; and C. HERBERT SCHNEIDER (the "Executive"). BACKGROUND WHEREAS, the Executive is employed by the Company; WHEREAS, the Executive has worked diligently in his position in the business of the Company; WHEREAS, the Board of Directors of the Company believes that the future services of the Executive are of great value to the Company and that it is important for the growth and development of the Company that the Executive continue in his position; WHEREAS, if Company receives any proposal from a third person concerning a possible business combination with