EXHIBIT 10.6. SPECIMEN INCENTIVE STOCK OPTION AGREEMENT HUDSON VALLEY HOLDING CORP. 2002 STOCK OPTION PLAN INCENTIVE STOCK OPTION AGREEMENT This Incentive Stock Option Agreement (the "Agreement"), is dated this ___ day of February, 2005, by and...Incentive Stock Option Agreement • March 11th, 2005 • Hudson Valley Holding Corp • State commercial banks • New York
EXHIBIT 4.3 STOCK RESTRICTION AGREEMENT This Stock Restriction Agreement (the "Agreement") is made and entered into this ______day of July, 2006, by and among HUDSON VALLEY HOLDING CORP., a New York Corporation having a business address at 21...Stock Restriction Agreement • August 9th, 2006 • Hudson Valley Holding Corp • State commercial banks • New York
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 6th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made and entered as of the 10th day of April, 2014 by and among (i) Hudson Valley Bank, N.A. (hereinafter referred to as “Bank”), a National Banking Association and a wholly owned subsidiary of Hudson Valley Holding Corp (hereinafter referred to as “Company”), and Michael J. Indiveri (hereinafter referred to as “Executive”).
HUDSON VALLEY HOLDING CORP. (a New York corporation) 3,600,000 Shares of Common Stock (Par value $0.20 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2009 • Hudson Valley Holding Corp • State commercial banks • New York
FOX-PITT KELTON COCHRAN CARONIA WALLER (USA) LLC RAYMOND JAMES & ASSOCIATES, INC. As representatives of the several Underwriters named in Schedule I hereto c/o Fox-Pitt Kelton Cochran Caronia Waller (USA) LLC 420 Fifth Avenue New York, New York 10018
November 4, 2014Hudson Valley Holding Corp • November 7th, 2014 • State commercial banks
As a holder of Hudson Valley Common Stock (as defined below), the undersigned (the “Shareholder”) understands that Hudson Valley Holding Corp., a New York corporation (“Hudson Valley”), and Sterling Bancorp, a Delaware corporation (“Sterling”), propose to enter into an Agreement and Plan of Merger, dated as of the date hereof (as it may be from time to time amended, the “Merger Agreement”), providing for, among other things, the merger of Hudson Valley with and into Sterling (the “Merger”), in which each of the issued and outstanding shares of common stock, par value $0.20 per share, of Hudson Valley (the “Hudson Valley Common Stock”) (except for shares of Hudson Valley Common Stock owned by Hudson Valley as treasury stock or owned by Hudson Valley or Sterling, in each case other than in a fiduciary or agency capacity or as a result of debts previously contracted) shall be converted into the right to receive the Merger Consideration. Terms used without definition in this letter agreeme
AGREEMENT AND PLAN OF MERGER by and between HUDSON VALLEY HOLDING CORP. and STERLING BANCORP Dated as of November 4, 2014Agreement and Plan of Merger • November 7th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York
AGREEMENT AND PLAN OF MERGER, dated as of November 4, 2014 (this “Agreement”), by and between Hudson Valley Holding Corp., a New York corporation (“Hudson Valley”), and Sterling Bancorp, a Delaware corporation (“Sterling”).
AMENDMENT To The Hudson Valley Bank Supplemental Retirement Plan of 1997Hudson Valley Holding Corp • March 16th, 2010 • State commercial banks
THIS AMENDMENT (the “Amendment”) TO THE HUDSON VALLEY BANK SUPPLEMENTAL RETIREMENT PLAN OF 1997 (the “Plan” or the “Agreement”) is executed on this ___day of December, 2008, by Hudson Valley Bank, N.A., formerly known as Hudson Valley Bank, a national banking association (hereinafter referred to as the “Plan Sponsor” and/or the “Service Provider,”) and ______ (hereinafter referred to as the “Participant”), and represents an effort by both parties to comply with the requirements of Internal Revenue Code Section 409A. The Plan Sponsor has operated this Plan since 2005 in good faith compliance with the provisions of Section 409A and all Applicable Guidance.
EXHIBIT 10.5 HUDSON VALLEY HOLDING CORP. 1992 STOCK OPTION PLAN NON-STATUTORY STOCK OPTION AGREEMENT AGREEMENT, dated this 27th day of March, 1997, between HUDSON VALLEY HOLDING CORP. (the "Corporation"), a New York Corporation, and...Option Plan Non-Statutory Stock Option Agreement • May 1st, 2000 • Hudson Valley Holding Corp • State commercial banks • New York
HUDSON VALLEY HOLDING CORP. EMPLOYEE PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTStock Award Agreement • May 10th, 2013 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (the “Company”), this [ ] day of [ ] (the “Award Date”) hereby grants to (the “Grantee”), an employee of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), shares of the Common Stock, par value $0.20 per share, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.
HUDSON VALLEY HOLDING CORP. EMPLOYEE PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 6th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (including its Subsidiaries, the “Company”), this day of 20 (the “Award Date”) hereby grants to (the “Grantee”), an employee of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), restricted stock units (“Units”) in the amount and on the terms and conditions hereinafter set forth (“Award”).
HUDSON VALLEY HOLDING CORP. DIRECTOR RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 15th, 2012 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (the “Company”), this (the “Award Date”) hereby grants to (the “Grantee”), a member of the board of directors of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), shares of the Common Stock, par value $0.20 per share, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.
AGREEMENT BY AND BETWEEN Hudson Valley Bank, National Association Yonkers, New York and The Comptroller of the CurrencyAgreement • April 27th, 2012 • Hudson Valley Holding Corp • State commercial banks
Hudson Valley Bank, National Association, Yonkers, New York (“Bank”) and the Comptroller of the Currency of the United States of America (“Comptroller”) wish to protect the interests of the depositors, other customers, and the shareholder of the Bank, and, toward that end, wish the Bank to operate safely and soundly and in accordance with all applicable laws, rules and regulations.
AMENDMENT NO. 1 TO THE SUPPLEMENTAL DEFERRED COMPENSATION AGREEMENTSupplemental Deferred Compensation Agreement • March 13th, 2015 • Hudson Valley Holding Corp • State commercial banks
This AMENDMENT NO. 1 TO THE SUPPLEMENTAL DEFERRED COMPENSATION AGREEMENT (this “Amendment”) is made and entered into as of December __, 2014 by and among Hudson Valley Bank, N.A (the “Corporation”), and ANDREW REINHART (the “Employee”).
JOINT FILING AGREEMENTJoint Filing Agreement • January 4th, 2011 • Hudson Valley Holding Corp • State commercial banks
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock, par value $.20 per share, of Hudson Valley Holding Corp. and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings. In evidence thereof, the undersigned hereby execute this Joint Filing Agreement as of January 4, 2011.
CONSULTING AGREEMENTConsulting Agreement • October 10th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York
CONSULTING AGREEMENT (the “Agreement”), entered into on October 6, 2014, by and between HUDSON VALLEY BANK, N.A. (the “Bank”), and JAMES J. LANDY (the “Consultant”).
ContractCopy Stock Option Agreement • December 27th, 2004 • Hudson Valley Holding Corp • State commercial banks • New York
Execution Copy STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (“Agreement”) dated as of December 23, 2004, is by and between Hudson Valley Holding Corp., a New York corporation and registered bank holding company (“Hudson Valley”), and New York National Bank, a national banking association (“NYNB”). BACKGROUND WHEREAS, Hudson Valley and NYNB, as of the date hereof, are prepared to execute a definitive agreement and plan of consolidation (the “Consolidation Agreement”) pursuant to which NYNB will be consolidated with a wholly-owned national bank of Hudson Valley (the “Consolidation”) and the consolidated bank resulting from the Consolidation will be merged with and into a wholly-owned New York state chartered bank of Hudson Valley; and WHEREAS, Hudson Valley has advised NYNB that it will not execute the Consolidation Agreement unless NYNB executes this Agreement; and WHEREAS, the Board of Directors of NYNB has determined that the Consolidation Agreement provides substantial benefits
HUDSON VALLEY HOLDING CORP. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 15th, 2012 • Hudson Valley Holding Corp • State commercial banks • New York
This Incentive Stock Option Agreement (the “Agreement”), is dated this day of , , by and between HUDSON VALLEY HOLDING CORP., a New York Corporation having its office and principal place of business at 21 Scarsdale Road, Yonkers, New York (the “Corporation”) and an individual residing at the “Optionee”).
HUDSON VALLEY HOLDING CORP. DIRECTOR RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 17th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (the “Company”), this (the “Award Date”) hereby grants to (the “Grantee”), a member of the board of directors of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), shares of the Common Stock, par value $0.20 per share, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.
SUPPLEMENTAL DEFERRED COMPENSATION AGREEMENTSupplemental Deferred Compensation Agreement • March 13th, 2015 • Hudson Valley Holding Corp • State commercial banks • New York
This Agreement is made arid entered into this 1st day of October, 2010, by and between HUDSON VALLEY BANK, N.A., a national banking association having an office at 21 Scarsdale Road, Yonkers, New York 10707, (hereinafter referred to as "Corporation"), and ANDREW REINHART, an employee of the Corporation (hereinafter referred to as the "Employee").
HUDSON VALLEY HOLDING CORP. STATUTORY STOCK OPTION AGREEMENT1992 Stock Option Plan Non- • March 15th, 2007 • Hudson Valley Holding Corp • State commercial banks • New York
AGREEMENT, dated this 27th day of March, 1997, between HUDSON VALLEY HOLDING CORP. (the “Corporation”), a New York Corporation, and (the “Optionee”).
HUDSON VALLEY HOLDING CORP. EMPLOYEE RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 15th, 2012 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (the “Company”), this (the “Award Date”) hereby grants to (the “Grantee”), an employee of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), shares of the Common Stock, par value $0.20 per share, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.
LOAN SALE AGREEMENTLoan Sale Agreement • April 3rd, 2012 • Hudson Valley Holding Corp • State commercial banks
THIS LOAN SALE AGREEMENT is entered into as of {DATE}, by and between Hudson Valley Bank, N.A. {SELLER NAME} ("Seller") and {BUYER NAME} ("Buyer").
EXHIBIT 10.6 HUDSON VALLEY HOLDING CORP 1992 STOCK OPTION PLAN INCENTIVE STOCK OPTION AGREEMENT AGREEMENT, dated this 23 day of July, 1996, between HUDSON VALLEY HOLDING CORP. (the "Corporation"), a New York Corporation, and _____________________ (the...1992 Stock Option Plan Incentive Stock Option Agreement • May 1st, 2000 • Hudson Valley Holding Corp • State commercial banks • New York
HUDSON VALLEY HOLDING CORP. CONSULTANT/ADVISOR RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 15th, 2012 • Hudson Valley Holding Corp • State commercial banks • New York
Hudson Valley Holding Corp., a New York corporation (the “Company”), this (the “Award Date”) hereby grants to (the “Grantee”), a consultant or advisor of the Company or a subsidiary thereof, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), shares of the Common Stock, par value $0.20 per share, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.
ContractExecution Copy Agreement and Plan of Consolidation • December 27th, 2004 • Hudson Valley Holding Corp • State commercial banks • New York
Execution Copy AGREEMENT AND PLAN OF CONSOLIDATION THIS AGREEMENT AND PLAN OF CONSOLIDATION, dated as of December 23, 2004 (this “Agreement”), is between Hudson Valley Holding Corp., a New York corporation and registered bank holding company (“Hudson Valley”) and New York National Bank, a national banking association (“NYNB”). RECITALS WHEREAS, Hudson Valley desires to acquire NYNB as a wholly-owned bank subsidiary and NYNB’s Board of Directors has determined, based upon the terms and conditions hereinafter set forth, that the acquisition is in the best interests of NYNB and its shareholders. WHEREAS, the acquisition will be accomplished by (i) consolidating NYNB with a wholly-owned national banking association to be formed by Hudson Valley promptly following the execution of this Agreement (the “Consolidation Sub”), with NYNB as the surviving bank, and (ii) immediately following the effective time of such consolidation, merging the consolidated bank with and into a wholly-owned New Yo
ContractAcquisition Agreement • June 30th, 2004 • Hudson Valley Holding Corp • State commercial banks • New York
ACQUISITION AGREEMENT by and among A.R. SCHMEIDLER & CO., INC. ARNOLD R. SCHMEIDLER and ALBERT J. SCHMEIDLER as Sellers and HUDSON VALLEY HOLDING CORP. and HUDSON VALLEY BANK as Buyer June 29, 2004
