SERVICES AGREEMENT January 25, 2016Services Agreement • March 31st, 2016 • Chemical Financial Corp • State commercial banks • Michigan
This confirms our agreement (this “Agreement”) regarding your terms of employment and non-competition agreement with Chemical Financial Corporation (“Chemical”) and Talmer Bank and Trust (“Bank”). This Agreement is offered in connection with Chemical’s acquisition of Talmer Bancorp, Inc. (“Talmer”) pursuant to the Agreement and Plan of Merger dated as of January 25, 2016, between Chemical and Talmer (the “Merger Agreement”).
FORM OF TALMER SUPPORT AGREEMENT SUPPORT AGREEMENTForm of Talmer Support Agreement • March 31st, 2016 • Chemical Financial Corp • State commercial banks
This Support Agreement is entered into between Chemical Financial Corporation and the undersigned director of Talmer Bancorp, Inc. (the “Company”). The undersigned director hereby agrees in his or her individual capacity as a shareholder to vote his or her shares of Company Common Stock that are registered in his or her personal name (and agrees to use his or her reasonable efforts to cause all additional shares of Company Common Stock owned jointly by him or her with any other person or over which he or she has shared voting control to be voted) in favor of the Agreement and Plan of Merger by and between Chemical Financial Corporation and Company, dated January 25, 2016 (the “Agreement”). In addition, the undersigned director hereby agrees, that until the earlier of the record date of the Talmer Shareholder Meeting (as defined in the Agreement) or the termination of this Support Agreement, that he or she will not make any transfers of shares of Company Common Stock with the purpose of
FORM OF CHEMICAL SUPPORT AGREEMENT SUPPORT AGREEMENTForm of Chemical Support Agreement • March 31st, 2016 • Chemical Financial Corp • State commercial banks
This Support Agreement is entered into between Talmer Bancorp, Inc. and the undersigned director of Chemical Financial Corporation (the “Company”). The undersigned director hereby agrees in his or her individual capacity as a shareholder to vote his or her shares of Company Common Stock that are registered in his or her personal name (and agrees to use his or her reasonable efforts to cause all additional shares of Company Common Stock owned jointly by him or her with any other person or over which he or she has shared voting control to be voted) in favor of the Agreement and Plan of Merger by and between Talmer Bancorp, Inc. and Company, dated January 25, 2016 (the “Agreement”). In addition, the undersigned director hereby agrees, that until the earlier of the record date of the Chemical Shareholder Meeting (as defined in the Agreement) or the termination of this Support Agreement, that he or she will not make any transfers of shares of Company Common Stock with the purpose of avoidin
