SI Financial Group, Inc. Sample Contracts

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Re: Proposed Conversion – Records Processing Services
SI Financial Group, Inc. • September 10th, 2010 • New York

Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”) is pleased to submit this letter agreement setting forth the terms of the proposed engagement of Stifel Nicolaus as data processing records management agent (the “Records Agent”) for Savings Institute Bank And Trust Company (the “Bank”) in connection with the proposed mutual-to-stock conversion of the MHC (as defined below) (the “Conversion”) and the concurrent sale of common stock of a new stock holding company (the “Stock Company”) to be formed in connection with the Conversion representing the ownership interest in the Mid-Tier (as defined below) currently owned by the MHC (as defined below).

AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 11, 2018 BY AND BETWEEN BERKSHIRE HILLS BANCORP, INC. AND SI FINANCIAL GROUP, INC.
Agreement and Plan of Merger • December 11th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Delaware

This is an Agreement and Plan of Merger, dated as of the 11th day of December, 2018 (“Agreement”), by and between Berkshire Hills Bancorp, Inc., a Delaware corporation (“Purchaser”), and SI Financial Group, Inc., a Maryland corporation (the “Company”).

SAVINGS INSTITUTE BANK AND TRUST COMPANY CHANGE IN CONTROL AGREEMENT
Savings Institute Bank and Trust Company • September 10th, 2010 • SI Financial Group, Inc. • Connecticut

This AGREEMENT (“Agreement”) is hereby entered into as of September 30, 2004, by and between Savings Institute Bank and Trust Company (the “Bank”), a federally-chartered savings bank with its principal offices at 803 Main Street, Willimantic, Connecticut 06226, Laurie L. Gervais (“Executive”) and SI Financial Group, Inc. (the “Company”), a federally-chartered corporation and the holding company of the Bank, as guarantor.

SAVINGS INSTITUTE BANK AND TRUST COMPANY CHANGE IN CONTROL AGREEMENT, AS AMENDED AND RESTATED
Savings Institute Bank and Trust Company • November 6th, 2015 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

THIS AGREEMENT (the “Agreement”) by and between THE SAVINGS INSTITUTE BANK AND TRUST COMPANY with its principal offices at 803 Main Street, Willimantic, Connecticut 06226 (the “Bank”), PAUL R. LITTLE (the “Executive”) and SI FINANCIAL GROUP, INC., a Maryland corporation and the holding company of the Bank, as guarantor, originally entered into as of September 21, 2011, amended and restated effective December 18, 2013, is hereby amended and restated in its entirety effective September 23, 2015.

CHANGE IN CONTROL AGREEMENT, AS AMENDED AND RESTATED
Savings Institute Bank and Trust Company • March 12th, 2015 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

This AGREEMENT ("Agreement'") originally entered into as of September 21, 2011, by and between Savings Institute Bank and Trust Company (the "Bank"), a federally-chartered savings bank with its principal offices at 803 Main Street, Willimantic, Connecticut 06226, Lauren L. Murphy ("Executive") and Sl Financial Group, Inc. (the "Company"), a Maryland corporation and the holding company of the Bank, as guarantor, is hereby amended and restated in its entirety effective December 18, 2013.

SAVINGS INSTITUTE SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Savings Institute Split Dollar Life Insurance Agreement • March 19th, 2019 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

THIS AGREEMENT entered into this 17th day of June, 2003 by and between the Savings Institute (the “Bank”), a Connecticut-chartered mutual savings bank, and Laurie Gervais (the “Employee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2015 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

THIS AGREEMENT (the “Agreement”) by and between SI FINANCIAL GROUP, INC., a Maryland chartered corporation (the “Company”), THE SAVINGS INSTITUTE BANK AND TRUST COMPANY (the “Bank”), and RHEO A. BROUILLARD (the “Executive”), originally effective September 20, 2004 and subsequently amended and restated in its entirety on December 17, 2008 for Section 409A compliance and December 13, 2013 to reflect the Bank’s second step conversion is hereby amended and restated in its entirety effective September 23, 2015 (“Effective Date”).

AGREEMENT
Agreement • December 11th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Massachusetts

This Agreement (the “Agreement”) is entered into and is effective as of December 11, 2018 by and between Berkshire Hills Bancorp, Inc., a Delaware corporation (“Buyer”), SI Financial Group, Inc. (“Seller”), a Maryland corporation, Savings Institute Bank and Trust Company (“Seller Bank”), a wholly-owned subsidiary of Seller, and Rheo A. Brouillard (the “Executive”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 11th, 2016 • SI Financial Group, Inc. • Savings institution, federally chartered

This AMENDMENT NO. 1 TO THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of February __ 2016 by and among SI Financial Group, Inc. (the “Company”), Savings Institute Bank and Trust Company (the “Bank”), and RHEO A. BROUILLARD (the “Executive”).

SAVINGS INSTITUTE BANK AND TRUST COMPANY SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Savings Institute Bank and Trust Company Split Dollar Life Insurance Agreement • March 15th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Ohio

THIS AGREEMENT entered into this 1st day of December, 2017 by and between the Savings Institute Bank and Trust Company (the "Bank"), a Connecticut-chartered savings bank, and Lauren Murphy (the "Employee").

AGREEMENT
Agreement • February 25th, 2015 • SI Financial Group, Inc. • Savings institution, federally chartered • Maryland

THIS AGREEMENT (the “Agreement”), dated this 25th day of February, 2015, is by and among SI Financial Group, Inc. (the “Company”) and Savings Institute Bank and Trust company (the “Bank,” and collectively with the Company, “SIFI”), Seidman and Associates L.L.C. (“SAL”), Seidman Investment Partnership, L.P. (“SIP”), Seidman Investment Partnership II, L.P. (“SIPII”), LSBK06-08, L.L.C. (“LSK”), Broad Park Investors, L.L.C. (“Broad Park”), CBPS, L.L.C. (“CBPS”), 2514 Multi-Strategy Fund, L.P. (“2514 MSF”), Veteri Place Corporation and Lawrence B. Seidman, an individual (collectively, the “Seidman Group,” and individually, a “Seidman Group Member”), and Dennis Pollack, an individual (the “Nominee”).

TO THE SAVINGS INSTITUTE BANK AND TRUST COMPANY SPLIT DOLLAR LIFE INSURANCE AGREEMENT
Dollar Life Insurance Agreement • March 19th, 2019 • SI Financial Group, Inc. • Savings institution, federally chartered

This Amendment to the Savings Institute Bank and Trust Company Split Dollar Life Insurance Agreement with the individuals noted on Exhibit A hereto (the “Employee”) is executed on the 18th day of December, 2007, by the Savings Institute Bank and Trust Company (the “Bank”) and the Employee.

AGREEMENT
Agreement • December 11th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Massachusetts

This Agreement (the “Agreement”) is entered into and is effective as of December 11, 2018 by and between Berkshire Hills Bancorp, Inc., a Delaware corporation (“Buyer”), Berkshire Bank, a wholly-owned subsidiary of Buyer, SI Financial Group, Inc. (“Seller”), a Maryland corporation, Savings Institute Bank and Trust Company (“Seller Bank”), a wholly-owned subsidiary of Seller, and Laurie L. Gervais (the “Executive”).

SAVINGS INSTITUTE BANK AND TRUST COMPANY ONE-YEAR CHANGE IN CONTROL AGREEMENT
Control Agreement • March 15th, 2017 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

THIS AGREEMENT is entered into as of March 25, 2015, by and between the Savings Institute Bank and Trust Company (the “Bank"), Gerald D. Coia (the "Executive") and SI Financial Group, Inc. (the “Company"'), a Maryland corporation and the holding company of the Bank, as guarantor (the "'Agreement").

AGREEMENT
Agreement • December 11th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Massachusetts

This Agreement (the “Agreement”) is entered into and is effective as of December 11, 2018 by and between Berkshire Hills Bancorp, Inc., a Delaware corporation (“Buyer”), Berkshire Bank, a wholly-owned subsidiary of Buyer, SI Financial Group, Inc. (“Seller”), a Maryland corporation, Savings Institute Bank and Trust Company (“Seller Bank”), a wholly-owned subsidiary of Seller, and Lauren L. Murphy (the “Executive”).

FORM OF RESTRICTED STOCK AWARD AGREEMENT FOR THE SI Financial Group, Inc. 2012 Equity Incentive Plan
Restricted Stock Award Agreement • May 24th, 2012 • SI Financial Group, Inc. • Savings institution, federally chartered

This Award Agreement is provided to __________________ (the “Participant”) by SI Financial Group, Inc. (the “Company”) as of _____________ (the “Grant Date”), the date the Compensation Committee of the Board of Directors (the “Committee”) awarded the Participant a restricted stock award pursuant to the SI Financial Group, Inc. 2012 Equity Incentive Plan (the “2012 Plan”), subject to the terms and conditions of the 2012 Plan and this Award Agreement:

FORM OF SECTION 409A AMENDMENT TO THE CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • September 10th, 2010 • SI Financial Group, Inc.

WHEREAS, (the “Executive”) entered into a change in control agreement with the Savings Institute Bank and Trust Company (the “Bank”) and SI Financial Group, Inc. (the “Company”) as guarantor, effective , 20 (the “Agreement”); and

FORM OF AMENDED AND RESTATED DIRECTOR RETIREMENT AGREEMENT
Director Retirement Agreement • April 11th, 2018 • SI Financial Group, Inc. • Savings institution, federally chartered • Connecticut

This Amended and Restated Director Retirement Agreement is entered into by and between ___________________ (the “Director”) and the Savings Institute Bank & Trust Company (“Bank”) effective ____________________, 2010. This Agreement is a restatement of the Savings Institute Director Retirement Plan.

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