FORM OF SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • October 20th, 2020 • Central Pacific Financial Corp • State commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of October 20, 2020, and is made by and among Central Pacific Financial Corp. a Hawaii 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”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 20th, 2020 • Central Pacific Financial Corp • State commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of October 20, 2020 and is made by and among Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
CENTRAL PACIFIC FINANCIAL CORP. As Issuer, and UMB BANK, N.A. As Trustee INDENTURE Dated as of October 20, 2020 4.75% Fixed-to-Floating Rate Subordinated Notes due 2030Central Pacific Financial Corp • October 20th, 2020 • State commercial banks • New York
This INDENTURE dated as of October 20, 2020 is between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and UMB Bank, N.A., a national association, as trustee (the “Trustee”).
ChaseMellon Shareholder Services, L.L.C. the "Rights Agent" RIGHTS AGREEMENTRights Agreement • September 16th, 1998 • CPB Inc • State commercial banks • Hawaii
INVESTMENT AGREEMENT dated as of November 4, 2010 by and between CENTRAL PACIFIC FINANCIAL CORP. and CARLYLE FINANCIAL SERVICES HARBOR, L.P.Investment Agreement • April 1st, 2011 • Central Pacific Financial Corp • State commercial banks • New York
INVESTMENT AGREEMENT, dated as of November 4, 2010 (this “Agreement”), by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and Carlyle Financial Services Harbor, L.P., a Delaware limited partnership (the “Investor”).
SUBSCRIPTION AGREEMENTSubscription Agreement • December 27th, 2010 • Central Pacific Financial Corp • State commercial banks • New York
Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.
Re: Employment AgreementIs Your Employment Agreement • December 13th, 2004 • Central Pacific Financial Corp • State commercial banks • Hawaii
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 14th, 2003 • CPB Inc • State commercial banks • Hawaii
This Executive Employment Agreement (“Agreement”) is made and shall be effective as of this first day of January, 2003, by and between Central Pacific Bank, a Hawaii corporation, (the “Corporation”), with its principal offices at 220 South King Street, Honolulu, Hawaii 96813, and Blenn A. Fujimoto (the “Employee”).
REPURCHASE AGREEMENTRepurchase Agreement • February 24th, 2014 • Central Pacific Financial Corp • State commercial banks • Hawaii
This REPURCHASE AGREEMENT (this “Agreement”) is entered into as of February 20, 2014, by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and ACMO-CPF, L.L.C., a Delaware limited liability company (“Seller”).
Curtis Chinn 1228A 16th Avenue Honolulu, HI 96816 Re: Change in Control Severance Agreement Dear Curtis:Central Pacific Financial Corp • March 2nd, 2009 • State commercial banks • Hawaii
This is your Change in Control Severance Agreement (the “Agreement”) with Central Pacific Financial Corp., a Hawaii corporation (the “Company”) and its affiliates (together, as constituted from time to time, the “Group”).
SUBSCRIPTION AGENT AGREEMENTSubscription Agent Agreement • April 8th, 2011 • Central Pacific Financial Corp • State commercial banks • Minnesota
THIS SUBSCRIPTION AGENT AGREEMENT (“Agreement”) between CENTRAL PACIFIC FINANCIAL CORP., a Hawaii corporation (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), is dated as of March 30, 2011.
CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share Distribution AgreementDistribution Agreement • March 16th, 2010 • Central Pacific Financial Corp • State commercial banks • New York
·] Shares CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 16th, 2011 • Central Pacific Financial Corp • State commercial banks • New York
Sandler O’Neill & Partners, L.P., as Representative of the Underwriters named in Schedule I hereto, 919 Third Avenue, 6th Floor, New York, New York 10022
ContractCentral Pacific Financial Corp • February 11th, 2011 • State commercial banks
AMENDMENT NO. 2, dated as of February 10, 2011 (this “Amendment”), to that Investment Agreement, dated as of November 4, 2010 and amended on December 20, 2010 (as amended, the “Agreement”), by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and Carlyle Financial Services Harbor, L.P., a Delaware limited partnership (the “Investor”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement.
Advances, Security and Deposit AgreementSecurity and Deposit Agreement • November 7th, 2008 • Central Pacific Financial Corp • State commercial banks • Washington
This Advances, Security and Deposit Agreement (“Agreement”), dated as of June 23, 2004 (Date of Agreement) is entered between Central Pacific Bank (Full Corporate Name of Customer) having its principal place of business at 220 South King Street Honolulu, HI 96813 (Full Address of Customer's Executive Offices) (“Customer”) and the Federal Home Loan Bank of Seattle, 1501 Fourth Avenue, Suite 1900, Seattle, WA 98101 (“Seattle Bank”).
Amendment Two To Rights AgreementRights Agreement • March 2nd, 2009 • Central Pacific Financial Corp • State commercial banks • Hawaii
This Amendment Two to Rights Agreement (this “Amendment”) is dated as of February 25, 2009, between Central Pacific Financial Corp., a Hawaii corporation (the “Company”) and Wells Fargo Bank N.A., a national bank (the “Rights Agent”).
3,000,000 Shares CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 8th, 2015 • Central Pacific Financial Corp • State commercial banks • New York
Central Pacific Financial Corp., a Hawaii corporation (the “Company”), has issued to ACMO-CPF, L.L.C. and Carlyle Financial Services Harbor, L.P. (each, a “Selling Shareholder” and, collectively, the “Selling Shareholders”) shares of the common stock of the Company, no par value per share (the “Common Stock”). The Selling Shareholders propose to sell, upon the terms and conditions set forth herein, the Shares set forth opposite their names on Schedule I (collectively, the “Shares”) to Citigroup Global Markets Inc. (the “Underwriter”).
1,750,000 Shares of Common Stock CENTRAL PACIFIC FINANCIAL CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2005 • Central Pacific Financial Corp • State commercial banks • New York
CENTRAL PACIFIC FINANCIAL CORP. SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT FOR DEAN K. HIRATAAgreement • January 31st, 2006 • Central Pacific Financial Corp • State commercial banks • Hawaii
THIS AGREEMENT is made this day of , 2006, by and between Central Pacific Financial Corp., a Hawaii corporation, (the “Company”) and Dean K. Hirata, Vice Chairman and Chief Financial Officer of the Company, (the ”Executive”). This Agreement is effective July 1, 2005.
5,538,624 Shares CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • August 5th, 2015 • Central Pacific Financial Corp • State commercial banks • New York
Restricted Stock Units Grant Under the Central Pacific Financial Corp. 2004 Stock Compensation Plan Restricted Stock Unit AgreementRestricted Stock Units Grant • August 27th, 2010 • Central Pacific Financial Corp • State commercial banks • Hawaii
This Agreement dated August 27, 2010 (“Agreement”), between Central Pacific Financial Corp., a Hawaii corporation (“Company”), with its registered office at 220 South King Street, Honolulu, Hawaii, and Lawrence D. Rodriguez, Executive Vice President and Chief Financial Officer of the Company and Central Pacific Bank (“Grantee”).
AGREEMENT between Fiserv Solutions, Inc. Brookfield, WI 53045-5815 and Central Pacific Bank Honolulu, Hawaii 96813 Date: December 23, 2004Agreement • March 2nd, 2009 • Central Pacific Financial Corp • State commercial banks
AGREEMENT dated as of December 23, 2004 ("Agreement") between Fiserv Solutions, Inc., a Wisconsin corporation ("Fiserv"), and Central Pacific Bank, a Hawaii financial institution ("Client").
7,605,388 Shares CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • March 30th, 2015 • Central Pacific Financial Corp • State commercial banks • New York
Central Pacific Financial Corp., a Hawaii corporation (the “Company”), has issued to ACMO-CPF, L.L.C. and Carlyle Financial Services Harbor, L.P. (each, a “Selling Shareholder” and, collectively, the “Selling Shareholders”) shares of the common stock of the Company, no par value per share (the “Common Stock”). The Selling Shareholders propose to sell, upon the terms and conditions set forth herein, the Shares set forth opposite their names on Schedule I (collectively, the “Shares”) to Citigroup Global Markets Inc. (the “Underwriter”).
PLAN OF MERGER OF CPB PROPERTIES, INC. WITH AND INTO CENTRAL PACIFIC BANKPlan of Merger • March 28th, 2002 • CPB Inc • State commercial banks
THIS PLAN OF MERGER is made and entered this day of October, 2001, by and between CPB PROPERTIES, INC. (ACPB PROPERTIES@), a corporation organized and existing under the laws of the State of Hawaii (CPB PROPERTIES being hereinafter sometimes referred to as the AMerging Corporation@) and CENTRAL PACIFIC BANK (ACPB@), a corporation organized and existing under the laws of the State of Hawaii (CPB being hereinafter sometimes referred to as the ASurviving Corporation@), said two corporations being hereinafter sometimes referred to collectively as the “Constituent Corporations”;
ContractInvestment Agreement • December 21st, 2010 • Central Pacific Financial Corp • State commercial banks
AMENDMENT NO. 1, dated as of December 20, 2010 (this “Amendment”), to that Investment Agreement, dated as of November 4, 2010 (the “Agreement”), by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and ACMO-CPF, L.L.C., a Delaware limited liability company (the “Investor”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement.
Central Pacific Financial Corp. 2013 Stock Compensation Plan Restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 1st, 2013 • Central Pacific Financial Corp • State commercial banks • Hawaii
This Restricted Stock Unit Agreement (“Agreement”) is effective as of the “Date of Grant” stated in the accompanying Notice of Restricted Stock Unit Grant (“Notice”), between Central Pacific Financial Corp., a Hawaii corporation (“Company”), with its registered office at 220 South King Street, Honolulu, Hawaii, 96813 and the Participant stated in the Notice (the “Participant”), who is an employee of the Company or one of its Subsidiaries.
AMENDMENT TO THE CENTRAL PACIFIC FINANCIAL CORP. AND WELLS FARGO BANK, NATIONAL ASSOCIATION TAX BENEFITS PRESERVATION PLANCentral Pacific Financial Corp • January 31st, 2014 • State commercial banks • Hawaii
Pursuant to Section 27 of the Tax Benefits Preservation Plan, dated November 23, 2010 (the “Plan”) by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”) and Wells Fargo Bank, National Association, a national banking association (the “Rights Agent”), the Company hereby amends the Plan, effective as of the date set forth below and as set forth herein (this “Amendment”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Plan.
2,770,117 Shares CENTRAL PACIFIC FINANCIAL CORP. Common Stock, no par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2012 • Central Pacific Financial Corp • State commercial banks • New York
Central Pacific Financial Corp., a Hawaii corporation (the “Company”), has issued to the United States Department of the Treasury (the “Selling Shareholder”) 2,770,117 shares (the “Shares”) of the common stock of the Company, no par value per share (the “Common Stock”). The Selling Shareholder proposes to sell, upon the terms and conditions set forth herein, the Shares to Sandler O’Neill & Partners, L.P. (the “Underwriter”).
EXCHANGE AGREEMENT by and between CENTRAL PACIFIC FINANCIAL CORP. and THE UNITED STATES DEPARTMENT OF THE TREASURY Dated as of February 17, 2011Exchange Agreement • February 22nd, 2011 • Central Pacific Financial Corp • State commercial banks • New York
EXCHANGE AGREEMENT, dated as of February 17, 2011 (this “Agreement”) by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and the United States Department of the Treasury (the “Investor”). All capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in the Securities Purchase Agreement.
CENTRAL PACIFIC BANK SUPPLEMENTAL RETIREMENT AGREEMENTCentral Pacific Bank Supplemental Retirement Agreement • March 14th, 2003 • CPB Inc • State commercial banks • Hawaii
THIS AGREEMENT is adopted this 28th day of June, 2002, by and between CENTRAL PACIFIC BANK, a state-chartered commercial bank located in Honolulu, Hawaii (the “Company”), and JOICHI SAITO (the “Executive”).
Central Pacific Financial Corp. 2013 Stock Compensation Plan Restricted Stock Grant AgreementRestricted Stock Grant Agreement • May 1st, 2013 • Central Pacific Financial Corp • State commercial banks • Hawaii
This Restricted Stock Grant Agreement (“Agreement”) is effective as of the “Date of Grant” stated in the accompanying Notice of Restricted Stock Grant (“Notice”), between Central Pacific Financial Corp., a Hawaii corporation, (“Company”) with its registered office at 220 South King Street, Honolulu, Hawaii 96813 and the Participant stated in the Notice (the “Participant”), who is an employee of the Company or one of its Subsidiaries.
ContractCentral Pacific Financial Corp • February 11th, 2011 • State commercial banks
AMENDMENT NO. 2, dated as of February 10, 2011 (this “Amendment”), to that Investment Agreement, dated as of November 4, 2010 and amended on December 20, 2010 (as amended, the “Agreement”), by and between Central Pacific Financial Corp., a Hawaii corporation (the “Company”), and ACMO-CPF, L.L.C., a Delaware limited liability company (the “Investor”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement.
Central Pacific Financial Corp. Stock Option Grant AgreementStock Option Grant Agreement • May 1st, 2023 • Central Pacific Financial Corp • State commercial banks
This Stock Option Grant Agreement (“Agreement”) is effective as of the “Date of Grant” stated in the accompanying Notice of Stock Option Grant (“Notice”), between Central Pacific Financial Corp., a Hawaii corporation (“Company”) with its registered office at 220 South King Street, Honolulu, Hawaii 96813, and the Grantee stated in the Notice (“Grantee”), who is an employee of the Company or one of its subsidiaries.
Voting Agreement between CPF and TON Finance, B.V. dated as of April 16, 2003Voting Agreement • April 25th, 2003 • Central Pacific Financial Corp • State commercial banks • Hawaii
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of April 16, 2003, under Section 414-162 of the Hawaii Business Corporation Act, by and between CPB Inc., a Hawaii corporation (“CPB”), and TON Finance, B.V., a corporation organized under the law of The Netherlands (the “Shareholder”).
Re: Employment AgreementIs Your Employment Agreement • November 9th, 2004 • Central Pacific Financial Corp • State commercial banks • Hawaii
