EXHIBIT 10.9 EMPLOYMENT AGREEMENT AGREEMENT made this 27th day of October, 1997, by and between COMMUNITY BANKS, INC., a Pennsylvania corporation, ("Community"), THE PEOPLES STATE BANK, a Pennsylvania state chartered banking institution ("Peoples")...Employment Agreement • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
andRights Agreement • February 27th, 2002 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
Exhibit 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("this Agreement") is made effective this 1st day of January, 2004 by COMMUNITY BANKS, INC., a Pennsylvania corporation, ("Company") and ANTHONY N. LEO, an adult individual (hereinafter...Employment Agreement • November 9th, 2004 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
EXHIBIT 10.6 EMPLOYMENT CONTRACT AGREEMENT made this 31st day of December, 2001by and between COMMUNITY BANKS, INC., a Pennsylvania corporation, ("Company") and DONALD F. HOLT, an adult individual (hereinafter referred to as "Executive"). WHEREAS, the...Employment Contract • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
EXHIBIT 99(c) EMPLOYMENT AGREEMENT --------------------Employment Agreement • December 22nd, 1997 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
AGREEMENTContinuation Agreement • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
GUARANTEE AGREEMENT by and between COMMUNITY BANKS, INC. and WILMINGTON TRUST COMPANY Dated as of March 9, 2007Guarantee Agreement • March 14th, 2007 • Community Banks Inc /Pa/ • National commercial banks • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of March 9, 2007, is executed and delivered by Community Banks, Inc., a Pennsylvania corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of CMTY Capital Statutory Trust V, a Delaware statutory trust (the “Issuer”).
EXHIBIT 10.4 COMMUNITY BANKS, INC. LONG-TERM INCENTIVE PLAN STOCK OPTION AGREEMENT TO: ______________________________ Name ------------------------------ Social Security Number DATE: ---------------------------------- You are hereby granted an option,...Option Agreement • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
AGREEMENTSalary Continuation Agreement • May 10th, 2004 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
EXHIBIT 10.3 COMMUNITY BANKS, INC. DIRECTORS STOCK OPTION STOCK OPTION AGREEMENT TO: ___________________________ Name --------------------------- Social Security Number DATE: ________________________ You are hereby granted a non-qualified stock option...Community Banks Inc /Pa/ • March 28th, 2003 • National commercial banks • Pennsylvania
EXHIBIT 10.7 EMPLOYMENT AGREEMENT AGREEMENT made this 31st day of December, 1999, by and between COMMUNITY BANKS, INC., a Pennsylvania corporation, ("Community"), COMMUNITY BANKS, N.A., a National Banking Association ("CBNA") and ROBERT W. LAWLEY, an...Employment Agreement • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
EXHIBIT 10.5 EMPLOYMENT AGREEMENT AGREEMENT made this 29th day of October, 1997, by and between COMMUNITY BANKS, INC., a Pennsylvania corporation, ("Community"), THE PEOPLES STATE BANK, a Pennsylvania state chartered banking institution ("Peoples")...Employment Agreement • March 28th, 2003 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
AGREEMENTIncome Agreement • May 10th, 2004 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
AGREEMENT AND PLAN OF MERGER Between SUSQUEHANNA BANCSHARES, INC. and COMMUNITY BANKS, INC. Dated as of April 30, 2007Agreement and Plan of Merger • May 1st, 2007 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 30, 2007, is entered into between Susquehanna Bancshares, Inc., a Pennsylvania corporation (“Parent”), and Community Banks, Inc., a Pennsylvania corporation (the “Company”). Parent and the Company are sometimes collectively referred to herein as the “Constituent Corporations.”
EXHIBIT 99(d)Employment Agreement • December 22nd, 1997 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
DECLARATION OF TRUSTDeclaration of Trust • March 14th, 2007 • Community Banks Inc /Pa/ • National commercial banks
This DECLARATION OF TRUST is made this ____ day of ______________, 2007 (this “Declaration of Trust”), by and among (i) Community Banks, Inc., a Pennsylvania corporation (the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as trustee (“the Trustee”), and (iii) Donald F. Holt and V. Anthony Viozzi, each an individual, as administrators (each an “Administrator” and collectively, the “Administrators”). The Depositor, the Trustee and the Administrators hereby agree as follows:
COMMUNITY BANKS, INC. 20,000 Capital Securities Fixed/Floating Rate Capital Securities (Liquidation Amount $1,000.00 per Capital Security) PLACEMENT AGREEMENTSubscription Agreement • March 14th, 2007 • Community Banks Inc /Pa/ • National commercial banks • New York
Community Banks, Inc., a Pennsylvania corporation (the “Company”), and its financing subsidiary, CMTY Capital Statutory Trust V, a Delaware statutory trust (the “Trust,” and hereinafter together with the Company, the “Offerors”), hereby confirm their agreement (this “Agreement”) with you as placement agents (the “Placement Agents”), as follows:
AGREEMENT by and between COMMUNITY BANKS, INC. and PENNROCK FINANCIAL SERVICES CORP.Agreement • November 22nd, 2004 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT, dated as of November 16, 2004 (“Agreement”), is made by and between COMMUNITY BANKS, INC., a Pennsylvania corporation (“CMTY”), and PENNROCK FINANCIAL SERVICES CORP., a Pennsylvania corporation (“PRFS”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2005 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (“Agreement”) made this 16th day of November, 2004, by and among COMMUNITY BANKS, INC., a Pennsylvania corporation, COMMUNITY BANKS, a Pennsylvania bank and trust company (hereinafter collectively referred to as the “Company”), and GEORGE B. CRISP, an adult individual (hereinafter referred to as “Executive”).
October 16, 2007Community Banks Inc /Pa/ • October 16th, 2007 • National commercial banks
As you may know,Community Banks, Inc. has entered into an agreement and plan of merger, dated as of April 30, 2007, as amended and restated on July 25, 2007 (referred to as the “merger agreement”), pursuant to which Community will be acquired by Susquehanna Bancshares, Inc. through a merger of Community with and into Susquehanna (referred to as the “merger”). The merger agreement provides that, subject to the right described in the following sentence, at the effective time of the merger, each Community stock option issued under Community’s stock option plans which is outstanding at the effective time of the merger will be assumed by Susquehanna and become exercisable for shares of Susquehanna common stock. Pursuant to the merger agreement, Community and Susquehanna agreed to give holders of Community options the right to cancel those options in exchange for cash, subject to certain conditions, in lieu of having those options converted into Susquehanna options. This letter is to notify
AGREEMENT AND PLAN OF MERGER by and between Community Banks, Inc. and CommunityBanks, on the one hand and East Prospect State Bank, on the other hand Dated: September 12, 2006Agreement and Plan of Merger • September 18th, 2006 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 12, 2006 (“Agreement”), is made by and between CommunityBanks (“Community”), a Pennsylvania chartered bank and trust company, having its headquarters at 150 Market Square, Millersburg, Pennsylvania 17061 and Community Banks, Inc. (“CMTY”), a financial holding company and Pennsylvania business corporation having its corporate headquarters at 777 East Park Dr., Harrisburg, Pennsylvania, 17111, on the one hand; and East Prospect State Bank (“East Prospect”), a Pennsylvania chartered banking institution, having its headquarters at P.O. Box 309, East Prospect, PA 17317-0309, on the other hand. CMTY, Community and East Prospect are sometimes referred to in this Agreement collectively as the “Parties” or individually as a “Party.” CMTY and Community are referred to from time to time as the “Community Parties.”
EXHIBIT 8 December , 1997Community Banks Inc /Pa/ • December 22nd, 1997 • National commercial banks
PLAN OF MERGERPlan of Merger • November 22nd, 2004 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS BANK PLAN OF MERGER (“Bank Plan of Merger”) dated November 16, 2004, is by and between COMMUNITY BANKS, a Pennsylvania bank and trust company (“Community Banks”) and BLUE BALL NATIONAL BANK, a national banking association (“Blue Ball”).
Form of FIRST AMENDMENT TO STOCK OPTION AGREEMENTStock Option Agreement • January 31st, 2007 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS FIRST AMENDMENT TO STOCK OPTION AGREEMENT ("Amendment") is made as of this ____ day of ______________, 2007 by and between _________________ ("Executive") and COMMUNITY BANKS, INC. ("CBI").
AGREEMENT by and between COMMUNITY BANKS, INC. and BUCS FINANCIAL CORPAgreement • September 8th, 2006 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT, dated as of September 5, 2006 (“Agreement”), is made by and between COMMUNITY BANKS, INC., a Pennsylvania corporation (“CMTY”), and BUCS FINANCIAL CORP, a Maryland corporation (“BFC”).
Form of Letter AgreementLetter Agreement • September 18th, 2006 • Community Banks Inc /Pa/ • National commercial banks
Form of Letter Agreement For DirectorsForm of Letter Agreement • September 8th, 2006 • Community Banks Inc /Pa/ • National commercial banks
EXHIBIT 8 January , 2001Community Banks Inc /Pa/ • January 17th, 2001 • National commercial banks
AMENDMENT TO SURVIVOR INCOME AGREEMENT AND SPLIT DOLLAR ADDENDUM TO SURVIVOR INCOME AGREEMENTIncome Agreement • May 4th, 2007 • Community Banks Inc /Pa/ • National commercial banks
This Amendment to Survivor Income Agreement and Split Dollar Addendum to Survivor Income Agreement is entered into this 30th day of April, 2007 by COMMUNITY BANKS, INC. (“Company”) and DONALD F. HOLT (“Executive”).
AMENDMENT TO SURVIVOR INCOME AGREEMENT AND SPLIT DOLLAR ADDENDUM TO SURVIVOR INCOME AGREEMENTIncome Agreement • May 4th, 2007 • Community Banks Inc /Pa/ • National commercial banks
This Amendment to Survivor Income Agreement and Split Dollar Addendum to Survivor Income Agreement is entered into this 30th day of April, 2007 by COMMUNITYBANKS, successor in interest to Community Banks, N.A. (“Company”), and ROBERT W. LAWLEY (“Executive”).
Form of Letter Agreement for ExecutivesForm of Letter Agreement • September 8th, 2006 • Community Banks Inc /Pa/ • National commercial banks
FORM OF CONSULTING AGREEMENTConsulting Agreement • January 26th, 2007 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS CONSULTING AGREEMENT is entered into this _______ day of _______________, 200_, by and between COMMUNITY BANKS, INC., a Pennsylvania corporation (the “Company”), and ROGER A. NICKOL, an individual residing in York County, Pennsylvania (“Nickol”).
Form of Bank Plan of MergerPlan of Merger • September 8th, 2006 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS BANK PLAN OF MERGER (“Bank Plan of Merger”) dated September __, 2006, is by and between COMMUNITYBANKS, a Pennsylvania bank and trust company (“Community”) and BUCS FEDERAL BANK, a federal savings association (“BUCS”).
Form of Moltzan Employment AgreementForm of Moltzan Employment Agreement • September 8th, 2006 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (“Agreement”) made this day of , 200 , by and among Community Banks, Inc., a Pennsylvania corporation (“CMTY”), CommunityBanks, a Pennsylvania bank and trust company (“Community”; CMTY and Community are collectively referred to from time to time herein as the “Company”), and Herbert J. Moltzan, an adult individual (hereinafter referred to as “Executive”).
COMMUNITY BANKS, INC. LONG-TERM INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • August 8th, 2005 • Community Banks Inc /Pa/ • National commercial banks • Pennsylvania
You are hereby granted an option, effective as of the date hereof, to purchase 3688 shares of Common Stock of Community Banks, Inc. ("CBI"), hereby designated as Incentive Stock Options (sometimes referred to as “ISO’s”) at a price of $ 27.11 per share, and 6312 shares of CBI Common Stock, hereby designated as Non-qualified Stock Options (sometimes referred to as “NQSO’s”) at a price of $27.11 per share, pursuant to the Community Banks, Inc. Long-Term Incentive Plan (the "Plan") adopted by the shareholders of CBI on May 26, 1998 and effective May 31, 1998.
