] Shares TECTONIC FINANCIAL, INC. [_]% Fixed-to-Floating Rate Series B Non- Cumulative Perpetual Preferred Stock FORM OF UNDERWRITING AGREEMENTTectonic Financial, Inc. • May 6th, 2019 • State commercial banks • New York
ADVANCES AND SECURITY AGREEMENTAdvances and Security Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
ContractSubordinated Note Purchase Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT, dated as of July 17, 2017 (this “Agreement”), is by and among T Bancshares, Inc., a Texas corporation (the “Company”), and each purchaser named on Schedule A (each, a “Purchaser,” and together, “Purchasers”).
GUARANTY AGREEMENTGuaranty Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
For and in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration in hand paid to the undersigned (“Guarantor”), the receipt and sufficiency of which consideration are hereby acknowledged, and for the purpose of enabling TECTONIC MERGER SUB, INC. and T BANCSHARES, INC. (together, the “Borrower”), to borrow certain funds from TIB - THE INDEPENDENT BANKERSBANK (“Holder”), and recognizing that Guarantor has benefitted or shall benefit, directly or indirectly, from the making of such loan from Holder to Borrower, that such loan is in the best interest of Guarantor, and that but for this Guaranty such loan would not be made by Holder to Borrower and the funds advanced thereunder, Guarantor hereby absolutely and unconditionally guarantees to Holder the prompt payment at maturity and the prompt performance when due of the following (individually, an “Obligation” and collectively, the “Obligations”): (i) all indebtedness and obligations of any kin
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This EXECUTIVE EMPLOYMENT AGREEMENT, as amended and restated (this “Agreement”), is entered into on May 1, 2019, by and between Tectonic Financial, Inc. (“Parent”), T Bancshares, Inc. (the “Company”), and T Bank, N.A. (the “Bank,” and collectively Parent, the Company and the Bank being, the “Employers”), and Patrick Howard, a resident of Texas (the “Executive”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Management Services Agreement (this “Agreement”) is entered into as of February 5, 2015 (the “Effective Date”), by and between Tectonic Services, LLC, a Texas limited liability company (“Manager”), and Tectonic Holdings, LLC, a Texas limited liability company (the “Company”). Manager and the Company are sometimes each individually referred to herein as a “Party” and collectively as the “Parties”.
SECOND AMENDMENT TO THE AGREEMENTAgreement • March 31st, 2023 • Tectonic Financial, Inc. • State commercial banks • Texas
This Second Amendment to the Agreement (this “Amendment”), is entered into and effective as of January 31, 2023, by and between T BANK, N.A., a national banking association (“T Bank”), and Cain, Watters & Associates, P.L.L.C., a Texas professional limited liability company (“Cain Watters”).
UNIT OPTION – BUY DOWN AGREEMENTUnit Option – Buy Down Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
THIS UNIT OPTION – BUY DOWN AGREEMENT (this “Agreement”), is entered into as of this February 5, 2015 (the “Grant Date”) by and among A. Haag Sherman (the “Optionor”) and the persons listed on the signature page hereto as Optionees (each an “Optionee” and, collectively, the “Optionees”), Tectonic Holdings, LLC, a Texas limited liability company (the “Company”), and Tectonic Services, LLC, a Texas limited liability company (“MGMT”). The Optionor, the Optionees, the Company and MGMT are sometimes each individually referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not defined herein shall have the meanings set forth in the Company Agreement of the Company dated as of February 5, 2015 (the “HoldCo Company Agreement”) or in the Company Agreement of MGMT dated as of February 5, 2015, as applicable (the “MGMT Company Agreement” and, collectively with the HoldCo Company Agreement, the “Company Agreements” and each individually, a “Company Agreement”)
LOAN AGREEMENTLoan Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
Dental Community Financial Holdings, Ltd., with an address of 6900 N. Dallas Parkway, Suite 625, Plano, Texas 75024 (“Lender”), and Tectonic Advisors, LLC, with an address of 6900 N. Dallas Parkway, Suite 500, Plano, Texas 75024 (“Borrower”), agree as follows:
FIRST AMENDMENT TO THE FEE ALLOCATION AGREEMENTFee Allocation Agreement • March 31st, 2023 • Tectonic Financial, Inc. • State commercial banks • Texas
This First Amendment to the Fee Allocation Agreement (this “Amendment”), is entered into and effective as of January 31, 2023, by and between Tectonic Advisors, LLC, a Texas limited liability company formerly known as III:I Financial Management Research, L.P. (“Tectonic”), and Cain, Watters & Associates, P.L.L.C., a Texas professional limited liability company (“Cain Watters”).
TECTONIC FINANCIAL, INC. AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK UNDER THE T ACQUISITION, INC. AMENDED AND RESTATED 2017 EQUITY INCENTIVE PLANAward Agreement • November 13th, 2020 • Tectonic Financial, Inc. • State commercial banks • Texas
THIS AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK (this “Agreement”), dated as of , is between TECTONIC FINANCIAL, INC., a Texas corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”).
AGREEMENT BY III:I FINANCIAL MANAGEMENT RESEARCH, L.P., TO PROVIDE FINANCIAL MANAGEMENT RESEARCH SERVICES TO CAIN, WATTERS AND ASSOCIATES, P.C.Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This is an Agreement by III:I Financial Management Research, L.P., to Provide Financial Management Research Services to Cain, Watters and Associates, P.C, hereinafter called “Agreement”, by and between III:I Financial Management Research, L.P., a Texas limited partnership, with address of 5580 Peterson Lane, Suite 250, Dallas, Texas 75240, hereinafter called “FMR”, and Cain, Watters and Associates, P.C., a Texas corporation, with address of 5580 Peterson Lane, Suite 250, Dallas, Texas 75240, hereinafter called “CWA”, under the terms of which FMR agrees to perform certain financial management research services, and other and additional services, for CWA, and in consideration of which the performance of such financial management research services, and other and additional services, by FMR, CWA agrees to compensate FMR, all as set forth hereinafter.
SUPPLEMENT TO AGREEMENT BY III:I FINANCIAL MANAGEMENTSupplement to Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
This is a Supplement to Agreement by III:I Financial Management Research, L.P., to Provide Financial Management Research Services to Cain, Watters & Associates, P.C., hereinafter called “Supplement”, by and between III:I Financial Management Research, L.P., a Texas limited partnership, hereinafter called “FMR”, and Cain, Watters & Associates, P.C., a Texas professional corporation, hereinafter called “CWA”, supplementing, in certain respects, that one certain Agreement by III:I Financial Management Research, L.P., to Provide Financial Management Research Services to Cain, Watters& Associates, P.C., hereinafter called “Agreement”, executed by and between FMR and CWA, effective January 15, 2006, reference to which is hereby made for all purposes.
AMENDMENT TO MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
This Amendment to the Management Services Agreement dated February 5 2015 by and between Tectonic Services, LLC, as manager (“Manager”), and Tectonic Advisors, LLC (“Advisors”) is entered into by and among the Manager, Advisors, Sanders Morris Harris LLC (“Sanders Morris”), Miller-Green Financial Services, LLC (“MG”) and HWG Insurance LLC (“HWG”).
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 23 day of August 2012 by and between Τ BANK, N.A., a national banking association (“T Bank”), and III:I Financial Management Research, L.P. (“FMR”), a Texas limited partnership.
THIRD AMENDMENT TO THE AMENDED & RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • March 31st, 2023 • Tectonic Financial, Inc. • State commercial banks • Texas
This Third Amendment to the Amended and Restated Investment Advisory Agreement (this “Amendment”), is entered into and effective as of January 1, 2023, by and between T BANK, N.A., a national banking association (“T Bank”), and Tectonic Advisors, LLC, a Texas limited liability company formerly known as III:I Financial Management Research, L.P. (“Tectonic”).
PURCHASE AND SALE AGREEMENT BETWEEN SUMMER WEALTH MANAGEMENT, LLC, AS SELLER AND TECTONIC HOLDINGS LLC, AS PURCHASERPurchase and Sale Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is entered into as of August 3, 2016 (the “Effective Date”), by and between Summer Wealth Management, LLC, a Delaware limited liability company (“Seller”) and Tectonic Holdings LLC, a Texas limited liability company, (“Purchaser” and together with Seller, the “Parties”).
AGREEMENTAgreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Agreement (the “Agreement”) is made and entered into as of this 23rd day of August 2012 by and among T BANK, N.A. (“T Bank”), a national association, and Cain, Watters & Associates, P.L.L.C., a Texas professional limited liability company (“Cain Watters”).
EXPENSE SHARING AGREEMENTExpense Sharing Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
AGREEMENT by and among T Bank N.A. (the “Bank”), and Tectonic Holdings, LLC, all its current and future wholly owned subsidiaries (the “Company”), dated as of this 5th day of February, 2018 and effective as of May 15, 2017 (the “Agreement”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) was originally made and entered into on May 1, 2019, by and between Tectonic Financial, Inc. (the “Company”), and A. Haag Sherman, a resident of Texas (the “Executive”).
LOAN AGREEMENTLoan Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
The undersigned, TECTONIC MERGER SUB, INC. (“TMS”), a Texas corporation, and T BANCSHARES, INC. (“T Bancshares”), a Texas corporation (TMS and T Bancshares are herein together, the “Borrower”), with their mailing address located at the respective addresses set forth on the signature pages hereof, has requested that TIB - THE INDEPENDENT BANKERSBANK (the “Lender”) extend a loan (the “Loan”) to Borrower to be evidenced by Borrower’s promissory note dated of even date herewith, in the stated principal sum of $12,000,000.00, payable to the order of Lender as therein specified (the “Note”). The Note (and all renewals, extensions and rearrangements thereof) is hereinafter referred to as the “Note.” In consideration of Lender making the Loan, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Borrower agrees with Lender as follows:
INSURANCE CONTRIBUTION AGREEMENTInsurance Contribution Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Insurance Contribution Agreement (the “Agreement”) is entered into effective as of February 5, 2015 (the “Effective Date”), by and between Cain Watters & Associates, P.L.L.C., a Texas professional limited liability company (“CWA”), and Tectonic Holdings LLC, a Texas limited liability company (the “Company”). CWA and the Company are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
TAX SHARING AGREEMENTTax Sharing Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
This Tax Sharing Agreement (the “Agreement”), effective as of May 15, 2017, is entered into by and between T Acquisition, Inc., a Texas corporation and registered bank holding company (“Holding Company”), T Bancshares, Inc., a Texas corporation and registered bank holding company (“IHC”), and T Bank N.A., a national banking association (“Bank”).
FIRST AMENDMENT TO THE SUPPORT SERVICES AGREEMENTSupport Services Agreement • March 31st, 2023 • Tectonic Financial, Inc. • State commercial banks • Texas
This First Amendment to the Support Services Agreement (this “Amendment”), is made and effective as of January 31, 2023, by and between Cain, Watters & Associates, P.L.L.C., a Texas professional limited liability company (“CWA”), and Tectonic Advisors, LLC, a Texas limited liability company formerly known as III:I Financial Management Research, L.P. (“Tectonic”).
FEE ALLOCATION AGREEMENTFee Allocation Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
This Fee Allocation Agreement (the “Agreement”) is made and entered into as of this 17th day of July, 2008 by and among III:I Financial Management Research, L.P. (“FMR”), a Texas limited partnership, and Cain, Watters & Associates, P.L.L.C. (formerly known as Cain, Watters and Associates, P.C.), a Texas professional limited liability company (“Cain Watters”). Reference is made to that certain Advisory Services Agreement, dated April 27, 2006 (the “ASA”), entered into by and among FMR, Cain Watters, and T Bank, N.A., a national banking association (“T Bank”). Capitalized terms used herein, but not otherwise defined, shall have the meanings set forth in the ASA.
TAX SHARING AGREEMENTTax Sharing Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Tax Sharing Agreement (the “Agreement”), effective as of May 15, 2017, is entered into by and between T Acquisition, Inc., a Texas corporation and registered bank holding company (“T Acquisition”) and Tectonic Holdings, LLC, a Texas limited liability company (“Tectonic Holdings”), and the subsidiaries of Tectonic Holdings and T Acquisition (the “Subsidiaries”).
RENEWAL, EXTENSION, AND MODIFICATION OF LOANTectonic Financial, Inc. • May 6th, 2019 • State commercial banks
THIS RENEWAL, EXTENSION, AND MODIFICATION OF LOAN (this “Modification”) is made by and between TECTONIC MERGER SUB, INC. and T BANCSHARES, INC. (“Borrower”) and TIB THE INDEPENDENT BANKERSBANK, N.A. (“Lender”), to be effective as of the 11th day of May, 2018.
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAmended and Restated Agreement and Plan of Merger • April 18th, 2019 • T Acquisition, Inc. • State commercial banks • Texas
This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 28, 2019, is by and between T Acquisition, Inc., a Texas corporation (the “Company”) and Tectonic Holdings, LLC, a Texas limited liability company, (“Tectonic”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.” Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them throughout this Agreement and in Article VII herein.
AGREEMENT AND PLAN OF MERGER BY AND AMONG TECTONIC FINANCIAL, INC., T BANCSHARES, INC. AND INTEGRA FUNDING SOLUTIONS, LLC, AND JOINED IN BY THE BOLT FAMILY IRREVOCABLE TRUST, IF HOLDINGS, LLC, DOUG WAIDELICH, THE CRANE BASIN IRREVOCABLE TRUST AND THE...Agreement and Plan of Merger • June 24th, 2021 • Tectonic Financial, Inc. • State commercial banks • Texas
SUPPORT SERVICES AGREEMENTSupport Services Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Support Services Agreement (the “Agreement”) is entered into effective as of February 5, 2015 (the “Effective Date”), by and between Cain, Watters & Associates, P.L.L.C, a Texas professional limited liability company (“CWA”), and Tectonic Advisors, LLC, a Texas limited liability company (“Advisors”). CWA and Advisors are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks
This Second Amendment to the Management Services Agreement dated February 5, 2015 by and between Tectonic Services, LLC as manager (“Manager”), Tectonic Advisors, LLC (“Advisors”), Sanders Morris Harris LLC (“Sanders Morris”), Miller-Green Financial Services LLC (“MG”) and HWG Insurance Agency LLC (“HWG”) is entered into by and among the Manager, Advisors, Sanders Morris, MG and HWG.
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • May 6th, 2019 • Tectonic Financial, Inc. • State commercial banks • Texas
This Amended and Restated Investment Advisory Agreement (the “Agreement”) is made and entered into as of this 14th day of MAY 2015 by and between T BANK, N.A., a national association (“T Bank”), and Tectonic Advisors, LLC, a Texas limited liability company formerly known as III:I Financial Management Research, L.P. (“Tectonic”).
FIRST AMENDMENT TO THE DUE DILIGENCE AGREEMENTDue Diligence Agreement • March 31st, 2023 • Tectonic Financial, Inc. • State commercial banks • Texas
This First Amendment to the Due Diligence Agreement (this “Amendment”), is entered into and effective as of January 31, 2023, by and between Tectonic Advisors, LLC, a Texas limited liability company formerly known as III:I Financial Management Research, L.P. (“Tectonic”), and Cain, Watters & Associates, P.L.L.C., a Texas professional limited liability company (“CWA”).
