Usb Holding Co Inc Sample Contracts

ARTICLE I
Guarantee Agreement • May 10th, 2004 • Usb Holding Co Inc • State commercial banks • New York
PURCHASE AGREEMENT
Purchase Agreement • March 31st, 1997 • Usb Holding Co Inc • State commercial banks • New York
U.S.B. HOLDING CO., INC., AS ISSUER INDENTURE
Indenture • August 14th, 2002 • Usb Holding Co Inc • State commercial banks • New York
EXHIBIT 4.3
Stock Option Agreement • July 22nd, 2005 • Usb Holding Co Inc • State commercial banks • New York
WITNESSETH:
Stock Option Agreement • March 16th, 1998 • Usb Holding Co Inc • State commercial banks • New York
EXHIBIT 99.3 EXCHANGE AGENT AGREEMENT
Exchange Agent Agreement • June 6th, 1997 • Usb Holding Co Inc • State commercial banks • New York
U.S.B. HOLDING CO., INC. REGISTRATION AGREEMENT
Registration Agreement • June 6th, 1997 • Usb Holding Co Inc • State commercial banks • New York
Indenture Trust Indenture Act Section Section
Junior Subordinated Indenture • June 6th, 1997 • Usb Holding Co Inc • State commercial banks • New York
AMONG
Purchase and Assumption Agreement • May 10th, 2004 • Usb Holding Co Inc • State commercial banks
BY AND BETWEEN
Employment Agreement • November 14th, 2001 • Usb Holding Co Inc • State commercial banks
August 25, 1995
Stock Purchase Agreement • March 27th, 1996 • Usb Holding Co Inc • State commercial banks • Maryland
EMPLOYEE RETENTION AGREEMENT
Employee Retention Agreement • March 30th, 1999 • Usb Holding Co Inc • State commercial banks • New York
BY AND BETWEEN
Employment Agreement • November 13th, 2000 • Usb Holding Co Inc • State commercial banks • New York
Article III Transfer of Loan(s) and Loan Documents
Loan Sale Agreement • May 10th, 2004 • Usb Holding Co Inc • State commercial banks • New York
BETWEEN
Merger Agreement • March 16th, 1998 • Usb Holding Co Inc • State commercial banks • New York
WITNESSETH
Employment Agreement • November 16th, 1998 • Usb Holding Co Inc • State commercial banks • New York
BY AND BETWEEN
Employment Agreement • November 14th, 2001 • Usb Holding Co Inc • State commercial banks
BY AND BETWEEN
Employment Agreement • March 12th, 2004 • Usb Holding Co Inc • State commercial banks • New York
EXCHANGE GUARANTEE AGREEMENT
Exchange Guarantee Agreement • June 6th, 1997 • Usb Holding Co Inc • State commercial banks • New York
WITNESSETH:
Asset Purchase and Liability Assumption Agreement • August 14th, 2002 • Usb Holding Co Inc • State commercial banks • New York
March 6, 1998
Merger Agreement • March 12th, 1998 • Usb Holding Co Inc • State commercial banks
Exhibit 10(b) EMPLOYMENT AGREEMENT by and between U.S.B. HOLDING CO., INC. UNION STATE BANK
Employment Agreement • August 9th, 2004 • Usb Holding Co Inc • State commercial banks • New York
Exhibit 10(c) EMPLOYMENT AGREEMENT by and between U.S.B. HOLDING CO., INC. UNION STATE BANK
Employment Agreement • August 9th, 2004 • Usb Holding Co Inc • State commercial banks • New York
Contract
Agreement and Plan of Merger • August 27th, 2007 • Usb Holding Co Inc • State commercial banks • New York

FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER, dated as of August 6, 2007 (this “Amendment”), by and among KEYCORP (“Acquiror”), KYCA CORPORATION (“Acquiror Sub”) and U.S.B. HOLDING CO., INC. (“Company”).

WITNESSETH
Consulting Agreement • November 16th, 1998 • Usb Holding Co Inc • State commercial banks • New York
March 6, 1998
Merger Agreement • March 16th, 1998 • Usb Holding Co Inc • State commercial banks
AND
Employment Agreement • November 13th, 2000 • Usb Holding Co Inc • State commercial banks • New York
AGREEMENT AND PLAN OF MERGER among KEYCORP, KYCA CORPORATION and U.S.B. HOLDING CO., INC. dated as of July 26, 2007
Merger Agreement • July 30th, 2007 • Usb Holding Co Inc • State commercial banks • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of July 26, 2007 (this “Agreement”), by and among KEYCORP (“Acquiror”), KYCA CORPORATION (“Acquiror Sub”) and U.S.B. HOLDING CO., INC. (“Company”).

AMENDMENT NO. 1
Key Employees' Supplemental Diversified Investment Plan • November 14th, 2003 • Usb Holding Co Inc • State commercial banks
WITNESSETH:
Asset Purchase and Account Assumption Agreement • August 14th, 2000 • Usb Holding Co Inc • State commercial banks • New York
AMENDMENT NO. 2
Key Employees' Supplemental Investment Plan • November 14th, 2003 • Usb Holding Co Inc • State commercial banks