COMMUNITY BANK OF TRI-COUNTY Restated Employment Agreement with Michael L. Middleton ------------------------------------ AGREEMENT, originally entered into as of June 1, 1986 and amended as of March 1, 1991 and August 28, 1996, and restated effective...Agreement • March 26th, 2004 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
AGREEMENT RELATING TO FILING OF JOINT STATEMENT PURSUANT TO RULE 13d-1(k) UNDER THE SECURITIES EXCHANGE ACT OF 1934Agreement • February 17th, 2004 • Tri County Financial Corp /Md/ • State commercial banks
The Undersigned agree that the Statement of Schedule 13G to which this Agreement is attached is filed on behalf of each of them.
EMPLOYMENT AGREEMENT THIS AGREEMENT entered into this 1st day of February 2001, by and between Community Bank of Tri-County (the "BANK") and William J. Pasenelli (the "Employee"), effective as of the date hereof (the "Effective Date"). WHEREAS, the...Employment Agreement • March 30th, 2001 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
STOCK OPTION AGREEMENT FOR NON-INCENTIVE STOCK OPTIONS PURSUANT TO THE TRI- COUNTY FINANCIAL CORPORATION 1995 STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS, AS AMENDED STOCK OPTION for a total of ____________ shares of Common Stock, par value $.01 per...Stock Option Agreement • October 3rd, 2001 • Tri County Financial Corp /Md/ • State commercial banks
TRI-COUNTY FINANCIAL CORPORATION Guaranty Agreement THIS AGREEMENT is entered into this 28th day of March, 2001 (the "Effective Date"), by and between Tri- County Financial Corporation (the "Company") and William J. Pasenelli (the "Employee")....Guaranty Agreement • April 1st, 2002 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
1.6 "Employment Agreement" means the (name of employment agreement) -------------------------------- between the Company and the Executive dated ____________ __, ____, as the same may be amended from time to time.Continuation Agreement • March 26th, 2004 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
ARTICLE ITri County Financial Corp /Md/ • March 30th, 2001 • State commercial banks
ARTICLE I DEFINITIONSSplit Dollar Agreement • April 1st, 2002 • Tri County Financial Corp /Md/ • State commercial banks
EXHIBIT 10(c) COMMUNITY BANK OF TRI-COUNTY Restated Employment Agreement with Michael L. Middleton ____________________________________ AGREEMENT, originally entered into as of June 1, 1986 and amended as of March 1, 1991 and August ___, 1996, and...Employment Agreement • March 31st, 1999 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • October 14th, 2020 • Community Financial Corp /Md/ • State commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of October 14, 2020, and is made by and among The Community Financial Corporation, a Maryland 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 14th, 2020 • Community Financial Corp /Md/ • State commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of October 14, 2020 and is made by and among The Community Financial Corporation, a Maryland 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”).
1,400,000 Shares TRI-COUNTY FINANCIAL CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 27th, 2013 • Tri County Financial Corp /Md/ • State commercial banks • New York
Tri-County Financial Corporation, a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as the representative (the “Representative”) an aggregate of 1,400,000 shares (the “Firm Shares”) of the common stock, $0.01 par value per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 210,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares.”
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2011 • Tri County Financial Corp /Md/ • State commercial banks • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using funds appropriated under SBLF.
AMENDED AND RESTATED SUPPLEMENTAL EXECUTIVE RETIREMENT PLANSupplemental Executive Retirement Plan • May 10th, 2018 • Community Financial Corp /Md/ • State commercial banks • Maryland
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 5th, 2019 • Community Financial Corp /Md/ • State commercial banks • Maryland
THIS AGREEMENT originally entered into on April 30, 2018 by and between COMMUNITY BANK OF THE CHESAPEAKE, with its principal place of business at 3035 Leonardtown Road, Waldorf, Maryland 20601 (the “Bank”), CHRISTY LOMBARDI (the “Employee”), and THE COMMUNITY FINANCIAL CORPORATION (the “Company”), solely as guarantor of the Bank’s obligations hereunder, is hereby amended and restated in its entirety (the “Agreement”) effective as of April 1, 2019 (the “Effective Date”).
VOTING AGREEMENTVoting Agreement • August 1st, 2017 • Community Financial Corp /Md/ • State commercial banks • Maryland
This VOTING AGREEMENT, dated as of [•], 2017 (this “Agreement”), is executed by and among The Community Financial Corporation, a Maryland corporation (“Parent”), and the shareholders of County First Bank, a Maryland-chartered commercial bank (the “Company”), who are signatories hereto (each a “Shareholder,” and collectively the “Shareholders” ). Capitalized terms used herein and not defined shall have the meanings specified in the Merger Agreement (as defined below).
LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENTPlan Agreement • March 13th, 2017 • Community Financial Corp /Md/ • State commercial banks • Maryland
The respective rights and duties of the Bank and the Insured in the above referenced policy shall be pursuant to the terms set forth below:
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 4th, 2020 • Community Financial Corp /Md/ • State commercial banks • Indiana
THIS CHANGE IN CONTROL AGREEMENT (the “Agreement”) is entered into this January 1, 2019 (the “Effective Date”), by and between COMMUNITY BANK OF THE CHESAPEAKE, with its principal place of business at 3035 Leonardtown Road, Waldorf, Maryland 20601 (the “Bank”), TALAL TAY (the “Executive”), and THE COMMUNITY FINANCIAL CORPORATION (the “Company”), solely as guarantor of the Bank’s obligations hereunder.
AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 31, 2017 BY AND AMONG THE COMMUNITY FINANCIAL CORPORATION, COMMUNITY BANK OF THE CHESAPEAKE AND COUNTY FIRST BANKAgreement and Plan of Merger • August 1st, 2017 • Community Financial Corp /Md/ • State commercial banks • Maryland
This is an Agreement and Plan of Merger, dated as of July 31, 2017 (“Agreement”), by and among The Community Financial Corporation, a Maryland corporation (“Parent”), Community Bank of the Chesapeake, a Maryland-chartered commercial bank and wholly-owned subsidiary of Parent (“Parent Bank”), and County First Bank, a Maryland-chartered bank (the “Company”).
COMMUNITY BANK OF THE CHESAPEAKE SALARY CONTINUATION AGREEMENT (AS AMENDED AND RESTATED)Continuation Agreement • May 10th, 2018 • Community Financial Corp /Md/ • State commercial banks • Maryland
The Community Financial Corporation and Wilmington Trust, NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of ______, 2015 to SUBORDINATED DEBT INDENTURE Dated as of __________, 2015First Supplemental Indenture • February 4th, 2015 • Community Financial Corp /Md/ • State commercial banks • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of _______, 2015, between THE COMMUNITY FINANCIAL CORPORATION, a corporation duly organized and existing under the laws of the State of Maryland (the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States, as Trustee (the “Trustee”), under the Base Indenture (as hereinafter defined).
COMMUNITY BANK OF TRI-COUNTY SALARY CONTINUATION AGREEMENTContinuation Agreement • November 14th, 2006 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
THIS SALARY CONTINUATION AGREEMENT (the “Agreement”) is adopted this 21st day of August, 2006, by and between COMMUNITY BANK OF TRI-COUNTY, a state-chartered commercial, bank located in Waldorf, Maryland (the “Company”) and GREGORY C. COCKERHAM (the “Executive”).
COMMUNITY BANK OF TRI-COUNTY SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • March 13th, 2017 • Community Financial Corp /Md/ • State commercial banks • Maryland
THIS SALARY CONTINUATION AGREEMENT (the "Agreement") is adopted this 21st day of August, 2006, by and between COMMUNITY BANK OF TM-COUNTY, a state-chartered commercial bank located in Waldorf, Maryland (the "Company-) and JAMES DIMISA (the "Executive").
AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 14, 2022 BY AND BETWEEN SHORE BANCSHARES, INC. AND THE COMMUNITY FINANCIAL CORPORATION (Continued)Shareholder Agreement • December 14th, 2022 • Community Financial Corp /Md/ • State commercial banks • Maryland
AGREEMENT AND PLAN OF MERGER, dated as of December 14, 2022 by and between Shore Bancshares, Inc. (“SHBI”) and The Community Financial Corporation (“TCFC”).
COMMUNITY BANK OF TRI-COUNTY SALARY CONTINUATION AGREEMENTContinuation Agreement • April 20th, 2009 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
THIS AGREEMENT is adopted this 6th day of September, 2003, by and between COMMUNITY BANK OF TRI-COUNTY, a state-chartered commercial bank located in Waldorf, Maryland (the “Company”), and WILLIAM PASENELLI (the “Executive”).
COMMUNITY BANK OF THE CHESAPEAKE SALARY CONTINUATION AGREEMENT (AS AMENDED AND RESTATED)Continuation Agreement • May 10th, 2018 • Community Financial Corp /Md/ • State commercial banks • Maryland
AGREEMENTAgreement • March 25th, 2016 • Community Financial Corp /Md/ • State commercial banks • Delaware
This AGREEMENT (the “Agreement”) is made and entered into as of March 25, 2016, by and between The Community Financial Corporation, a Maryland corporation (the “Company”), and Basswood Capital Management, L.L.C., a Delaware limited liability company (“BCM”), acting on behalf of the Funds (as defined below) and certain managed accounts.
UNITED STATES DEPARTMENT OF THE TREASURYSecurities Purchase Agreement • September 23rd, 2011 • Tri County Financial Corp /Md/ • State commercial banks
Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms (the “Securities Purchase Agreement”), dated as of the date set forth on Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement. Pursuant to the Securities Purchase Agreement, at the Closing, the Company issued to the Investor the number of shares of the series of its preferred stock set forth on Schedule A hereto (the “Preferred Shares”) and a warrant (the “Warrant”) to purchase the number of shares of the series of its preferred stock set forth on Schedule A hereto (such shares, the “Warrant Shares”), which was exercised by the Investor at Closing.
FORM OF RESTRICTED STOCK/RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Agreement • May 15th, 2015 • Community Financial Corp /Md/ • State commercial banks
This Award Agreement is provided to ___________________ (the “Participant”) by The Community Financial Corporation (the “Company”) as of ______________________, 20___, the date the Compensation Committee of the Board of Directors of the Company (the “Committee”) awarded the Participant a [restricted stock]/[restricted stock unit] award pursuant to The Community Financial Corporation 2015 Equity Compensation Plan (the “2015 Plan”), subject to the terms and conditions of the 2015 Plan and this Award Agreement (referred to herein as the “Award”):
EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2006 • Tri County Financial Corp /Md/ • State commercial banks • Maryland
AGREEMENT made as of September 6, 2006 (this “Agreement”), by and between TRI-COUNTY FINANCIAL CORPORATION, with its principal place of business at 3035 Leonardtown Road, Waldorf, Maryland 20601 (the “Company”), and MICHAEL L. MIDDLETON (the “Executive”).
Mr. [Name] [Title] Tri-County Financial Corporation Waldorf, Maryland 20601 Dear Mr. [Name]:Tri County Financial Corp /Md/ • September 23rd, 2011 • State commercial banks
Tri-County Financial Corporation (the “Company”) previously entered into an agreement with the United States Department of the Treasury (the “Treasury”) to participate in the Capital Purchase Program (the “CPP”). In connection with the Company’s participation in the CPP, on December 19, 2008, you agreed, in accordance with a written letter (which letter is incorporated into this letter by reference), to the following for the period of time during which (i) you were a senior executive officer and (B) the Treasury held an equity or debt position acquired from the Company in the CPP (the “CPP Covered Period”):
AMENDMENT NUMBER 4 TO THE CONSULTING AGREEMENT BY AND BETWEEN COMMUNITY BANK OF THE CHESAPEAKE AND JAMES F. DI MISANumber • October 4th, 2021 • Community Financial Corp /Md/ • State commercial banks
This amendment to the consulting agreement by and between Community Bank of the Chesapeake (the “Bank”) and James F. Di Misa (the “Consultant”) is entered into on September 30, 2021 (the “Amendment Number 4”).
SECOND AMENDMENT TO THE COMMUNITY BANK OF TRI-COUNTY SALARY CONTINUATION AGREEMENT DATED AUGUST 21, 2006 AND AMENDED APRIL 13, 2007 FOR WILLIAM J. PASENELLITri County Financial Corp /Md/ • April 20th, 2009 • State commercial banks
THIS SECOND AMENDMENT is adopted this 30th day of December, 2007, by and between Community Bank of Tri-County, a state-chartered commercial bank located in Waldorf, Maryland (the “Company”) and William J. Pasenelli (the “Executive”).
FORM OF STOCK APPRECIATION RIGHTS AGREEMENT FOR THE COMMUNITY FINANCIAL CORPORATIONStock Appreciation Rights Agreement • May 15th, 2015 • Community Financial Corp /Md/ • State commercial banks
This Stock Appreciation Rights (“SARs”) Grant is awarded to _______________ (the “Participant”) by The Community Financial Corporation (the “Company”) as of __________________ (the “Grant Date”), the date the Committee of the Board of Directors of the Company (the “Committee”) granted the Participant the right to receive cash or stock (as noted below) equal to the excess of the Fair Market Value of a Share of Stock on the date this SAR is exercised over the Exercise Price pursuant to The Community Financial Corporation 2015 Equity Compensation Plan (the “2015 Plan”), subject to the terms and conditions of the 2015 Plan and this Award Agreement:
FIRST AMENDMENT TO THE COMMUNITY BANK OF TRI-COUNTY SALARY CONTINUATION AGREEMENT DATED AUGUST 21, 2006 FOR WILLIAM J. PASENELLITri County Financial Corp /Md/ • April 20th, 2009 • State commercial banks
THIS FIRST AMENDMENT is adopted this 13th day of April, 2007, by and between Community Bank of Tri-County, a state-chartered commercial bank located in Waldorf, Maryland (the “Company”) and William J. Pasenelli (the “Executive”).
