0000914260-15-000055 Sample Contracts

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • August 19th, 2015 • Bankwell Financial Group, Inc. • State commercial banks • Connecticut

This NOTE PURCHASE AGREEMENT, dated as of August 19, 2015 (this "Purchase Agreement"), is by and among Bankwell Financial Group, Inc., a Connecticut corporation (the "Company"), and the purchasers named on Schedule A (each, a "Purchaser" and together, "Purchasers").

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BANKWELL FINANCIAL GROUP, INC.
Bankwell Financial Group, Inc. • August 19th, 2015 • State commercial banks • Connecticut

THIS SECURITY IS A GLOBAL SECURITY AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE FORM IN ACCORDANCE WITH THE PROVISIONS OF THE NOTE PURCHASE AGREEMENT AND THE TERMS OF THE SECURITIES, THIS GLOBAL SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY OR BY THE DEPOSITORY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITORY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITORY.

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