Camden National Corp Sample Contracts

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LEASE AGREEMENT
Lease Agreement • March 29th, 2002 • Camden National Corp • National commercial banks • Maine
AMENDED AND RESTATED TRUST AGREEMENT among CAMDEN NATIONAL CORPORATION, as Depositor WILMINGTON TRUST COMPANY, as Property Trustee WILMINGTON TRUST COMPANY, as Delaware Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative Trustees
Trust Agreement • April 25th, 2006 • Camden National Corp • National commercial banks • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 25, 2006, among (i) Camden National Corporation, a Maine corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Sean G. Daly, an individual, Gregory A. Dufour, an individual, and Robert W. Daigle, an individual, each of whose address is c/o Camden National Corporation, Two Elm Street, Camden, Maine 04843, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

JUNIOR SUBORDINATED INDENTURE between CAMDEN NATIONAL CORPORATION and WILMINGTON TRUST COMPANY, as Trustee
Camden National Corp • April 25th, 2006 • National commercial banks • New York

JUNIOR SUBORDINATED INDENTURE, dated as of April 25, 2006, between Camden National Corporation, a Maine corporation (the “Company”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Trustee (in such capacity, the “Trustee”).

GUARANTEE AGREEMENT between CAMDEN NATIONAL CORPORATION, As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of April 25, 2006 CAMDEN CAPITAL TRUST A
Guarantee Agreement • April 25th, 2006 • Camden National Corp • National commercial banks • New York

GUARANTEE AGREEMENT, dated as of April 25, 2006, executed and delivered by Camden National Corporation, a Maine corporation (the “Guarantor”) having its principal office at Two Elm Street, Camden, Maine 04843, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of Camden Capital Trust A, a Delaware statutory trust (the “Issuer”).

PURCHASE AND ASSUMPTION AGREEMENT dated as of April 23, 2012 between BANK OF AMERICA, NATIONAL ASSOCIATION and CAMDEN NATIONAL BANK
Purchase and Assumption Agreement • April 24th, 2012 • Camden National Corp • National commercial banks • New York

This PURCHASE AND ASSUMPTION AGREEMENT, dated as of April 23, 2012 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Camden National Bank, a national banking association, organized under the laws of the United States, with its principal office located in Camden, Maine (“Purchaser”).

AGREEMENT AND PLAN OF MERGER by and between CAMDEN NATIONAL CORPORATION ATLANTIC ACQUISITIONS, LLC and SBM FINANCIAL, INC. Dated as of March 29, 2015
Agreement and Plan of Merger • March 30th, 2015 • Camden National Corp • National commercial banks • Maine

AGREEMENT AND PLAN OF MERGER, dated as of March 29, 2015 (this “Agreement”), by and among Camden National Corporation, a Maine corporation (“Buyer”), ATLANTIC ACQUISITIONS, LLC, a Maryland limited liability company of which Buyer is the sole member (“Merger LLC”), and SBM Financial, Inc., a Maryland corporation (the “Company”).

THE AGREEMENT
Merchant Asset Purchase Agreement • December 4th, 2002 • Camden National Corp • National commercial banks • Georgia
INCENTIVE STOCK OPTION AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION
Incentive Stock Option Agreement • January 10th, 2005 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2003 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Camden National Corporation (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, no par value, (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

CAMDEN NATIONAL CORPORATION CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • April 14th, 2009 • Camden National Corp • National commercial banks • Maine

For purposes of this definition, no act, or failure to act shall be deemed “willful” if done by the Executive in good faith and in the reasonable belief that such act or omission was in the best interest of CNC.

EXECUTIVE DEFERRED COMPENSATION AGREEMENT
Executive Deferred Compensation Agreement • May 15th, 2002 • Camden National Corp • National commercial banks • Maine

THIS AGREEMENT, made and entered into this day of , 2002, by and between Camden National Corporation, a corporation organized and existing under the laws of the State of Maine (hereinafter referred to as the “Bank”), and an Executive of the Bank (hereinafter referred to as the “Executive”);

VOTING AGREEMENT
Voting Agreement • March 30th, 2015 • Camden National Corp • National commercial banks • Maryland

VOTING AGREEMENT (“Agreement”), dated as of March 29, 2015, by and between Camden National Corporation, a Maine corporation (“Buyer”), and the undersigned holder (“Shareholder”) of common stock, par value $0.01 per share (“Common Stock”), of SBM Financial, Inc., a Maryland corporation (the “Company”).

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION
Restricted Stock Award Agreement • May 4th, 2018 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2012 Equity and Incentive Plan, as amended through the date hereof (the “Plan”), Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, no par value per share (the “Restricted Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 1st, 2008 • Camden National Corp • National commercial banks • Maine

AMENDED AND RESTATED EMPLOYMENT AGREEMENT made as of this 29th day of April 2008 by and between CAMDEN NATIONAL CORPORATION, a Maine Corporation (the “Company”), and Robert W. Daigle (the “Executive”).

FORM OF Camden National Corporation 125,000 Shares of Common Stock PLACEMENT AGENCY AGREEMENT
Purchase Agreement • November 10th, 1999 • Camden National Corp • National commercial banks • New Jersey
RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION 2022 EQUITY AND INCENTIVE PLAN
Restricted Stock Award Agreement • August 9th, 2023 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2022 Equity and Incentive Plan (the “Plan”), Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the grantee named above (the “Grantee”). Capitalized terms in this Award Agreement shall have the meaning specified in the Plan, unless a different meaning is specified herein.

AMENDMENT No. 1 TO AGREEMENT AND PLAN OF MERGER by and between CAMDEN NATIONAL CORPORATION and UNION BANKSHARES COMPANY Dated as of September 21, 2007
Agreement and Plan of Merger • September 21st, 2007 • Camden National Corp • National commercial banks

This AMENDMENT No. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is dated as of September 21, 2007, by and between Camden National Corporation, a Maine corporation (“Buyer”), and Union Bankshares Company, a Maine corporation (the “Company”).

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION THIRD AMENDED AND RESTATED MANAGEMENT STOCK PURCHASE PROGRAM
Restricted Stock Award Agreement • March 10th, 2023 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation Third Amended and Restated Management Stock Purchase Program (the “Program”), a component program of the 2022 Equity and Incentive Plan, as amended through the date hereof (the “Plan”), Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) in lieu of a portion of their incentive payment to the Grantee named above. Upon acceptance of this Award, the Grantee shall purchase the number of shares of common stock, no par value per share (the “Restricted Stock”) at a discount (as determined by the Compensation Committee) of the Fair Market Value of the Stock on the date of grant (the “Cost”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. Capitalized terms in this Award Agreement shall have the meaning specified in the Program or the Plan, unless a different meaning is specified herein.

INCENTIVE STOCK OPTION AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION
Incentive Stock Option Agreement • May 4th, 2018 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2012 Equity and Incentive Plan, as amended through the date hereof (the “Plan”), Camden National Corporation (the “Company”) hereby grants to the Optionee named above a stock option (the “Stock Option”) to purchase, on or prior to the Expiration Date specified above, all or part of the number of shares of Common Stock, no par value (the “Stock”), of the Company specified above at the Option Exercise Price per share specified above, subject to the terms and conditions set forth herein and in the Plan.

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION AMENDED AND RESTATED MANAGEMENT STOCK PURCHASE PLAN
Restricted Stock Award Agreement • March 13th, 2019 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation Amended and Restated Management Stock Purchase Plan (the “MSPP”), a component of the 2012 Equity and Incentive Plan, as amended through the date hereof (the “Plan”), Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) in lieu of a portion of their incentive payment to the Grantee named above. Upon acceptance of this Award, the Grantee shall purchase the number of shares of Common Stock, no par value per share (the “Restricted Stock”) at a discount (as determined by the Compensation Committee) of the Fair Market Value of the Stock on the date of grant (the “Cost”), of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

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SUPPLEMENTAL EXECUTIVE RETIREMENT PROGRAM AGREEMENT THAT SUPERCEDES AND REPLACES THE SUPPLEMENTAL EXECUTIVE RETIREMENT PROGAM AGREEMENT
Supplemental Executive Retirement Program • February 4th, 2008 • Camden National Corp • National commercial banks

THIS AGREEMENT, made and entered into this day of , 2008 by and between Camden National Corporation, its subsidiaries and affiliates, (hereinafter called the “Corporation”) and (hereinafter called the “Executive”).

AGREEMENT AND PLAN OF MERGER by and between CAMDEN NATIONAL CORPORATION and UNION BANKSHARES COMPANY Dated as of August 13, 2007
Agreement and Plan of Merger • August 14th, 2007 • Camden National Corp • National commercial banks • Maine

AGREEMENT AND PLAN OF MERGER, dated as of August 13, 2007 (this “Agreement”), by and between Camden National Corporation, a Maine corporation (“Buyer”), and Union Bankshares Company, a Maine corporation (the “Company”).

Contract
Non-Competition and Non-Solicitation • March 10th, 2015 • Camden National Corp • National commercial banks
BONUS ELECTION AGREEMENT
Bonus Election Agreement • January 25th, 2005 • Camden National Corp • National commercial banks • Camden

This Bonus Election Agreement (“Bonus Election Agreement”) is entered into by and between Camden National Corporation (the “Company”) and (“Participant”), who is an eligible employee of the Company or any of its subsidiaries, pursuant to the terms of the Company’s Management Stock Purchase Plan (the “Plan”) which is a component plan of the Camden National Corporation 2003 Stock Option and Incentive Plan. The Plan provisions are incorporated herein by reference in their entirety and supersede any conflicting provisions contained in this Bonus Election Agreement. Neither this Bonus Election Agreement nor the Plan shall be construed as giving Participant any right to continue to be employed by or perform services for the Company or any subsidiary or affiliate thereof.

INCENTIVE STOCK OPTION AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION 2022 EQUITY AND INCENTIVE PLAN
Incentive Stock Option Agreement • May 5th, 2022 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2022 Equity and Incentive Plan, as amended through the date hereof (the “Plan”), Camden National Corporation (the “Company”) hereby grants to the Optionee named above a stock option (the “Stock Option”) to purchase, on or prior to the Expiration Date specified above, all or part of the number of shares of Common Stock, no par value (the “Stock”), of the Company specified above at the Option Exercise Price per share specified above, subject to the terms and conditions set forth in this Award Agreement and in the Plan.

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION
Restricted Stock Award Agreement • May 1st, 2008 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2003 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, no par value per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CAMDEN NATIONAL CORPORATION
Restricted Stock Award Agreement • March 2nd, 2011 • Camden National Corp • National commercial banks

Pursuant to the Camden National Corporation 2003 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Camden National Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, no par value per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

Camden National Corporation to Establish Credit Card Alliance with Elan Financial Services
Camden National Corp • August 14th, 2003 • National commercial banks

CAMDEN, Maine, August 14, 2003 – Camden National Corporation (AMEX: CAC) (the “Company”) signed a definitive agreement to sell the consumer and business credit card portfolios of its bank subsidiaries to Elan Financial Services (“Elan”), one of the largest and most experienced credit card issuers in the nation. The sale is expected to be finalized in the fourth quarter of 2003. As a result of this transaction, the Company estimates a positive impact to earnings of $0.02 to $0.05 per share during the fourth quarter. The Company cautioned that the estimated impact to earnings per share is subject to credit card balances and other contractual requirements at the time the sale is completed and is not indicative, nor should be interpreted as, an estimate of overall earnings or performance of the Company.

RESIGNATION AND GENERAL RELEASE AGREEMENT
Resignation and General Release Agreement • November 2nd, 2007 • Camden National Corp • National commercial banks • Maine

This Resignation and General Release Agreement (“Agreement”) made this 9th day of October 2007, by and between Laurel J. Bouchard (“Employee”), an individual, and CAMDEN NATIONAL CORPORATION, a corporation organized under the laws of the State of Maine, and CAMDEN NATIONAL BANK, a bank organized under the laws of the State of Maine, (“Companies”), is a resignation agreement which includes a general release of claims.

EXHIBIT 99.1 Camden National Corporation 125,000 Shares of Common Stock PLACEMENT AGENCY AGREEMENT --------------------------
Purchase Agreement • December 7th, 1999 • Camden National Corp • National commercial banks • New York
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