ONEIDA FINANCIAL CORP. (a Maryland-chartered Stock Corporation) Up to 4,528,125 Shares (Subject to Increase Up to 5,207,344 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $8.00 Per Share FORM OF AGENCY AGREEMENT , 2010Agency Agreement • March 12th, 2010 • Oneida Financial Corp. • Maryland
CONFIDENTIALOneida Financial Corp. • March 12th, 2010
Mr. Michael R. Kallet President and Chief Executive Officer Oneida Financial, MHC Oneida Financial Corp. The Oneida Savings Bank 182 Main Street Oneida, New York 13421
January 15, 2010Oneida Financial Corp. • March 12th, 2010
This letter sets forth the agreement between Oneida Savings Bank, the wholly-owned subsidiary of Oneida Financial Corp. (the “Company”), which in turn is the majority-owned subsidiary of Oneida Financial, MHC, Oneida, New York (the “MHC”), and RP® Financial, LC. (“RP Financial”) whereby RP Financial will provide the independent conversion appraisal services in conjunction with the second step conversion transaction by the Company. The scope, timing and fee structure for these appraisal services are described below.
EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2010 • Oneida Financial Corp. • New York
THIS AGREEMENT made and entered into effective as of the 1st day of January, 2006, by and between JOHN CATANZARITA residing at 402 Sedgwick Drive, Syracuse, NY 13203 (the “Employee”) and ONEIDA CONSULTING GROUP, INC., a New York Corporation with its principal office at 182 Main Street, Oneida, New York (the “Corporation”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2010 • Oneida Financial Corp. • New York
THIS AGREEMENT made and entered into this 2nd day of October, 2000 by and between JOHN E. HASKELL, residing at 8400 Pewter Lane, Manlius, New York 13104 (the “Employee”) and BAILEY & HASKELL ASSOCIATES, INC. (formerly known as Oneida Associates, Inc.), a New York Corporation with its principal office at 131 Main Street, Oneida, New York (the “Corporation”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT BY AND BETWEEN BAILEY & HASKELL ASSOCIATES, INC. AND JOHN E. HASKELLEmployment Agreement • March 12th, 2010 • Oneida Financial Corp.
This Amendment No. 1 (“Amendment”) to the employment agreement dated October 2, 2000 (the “Employment Agreement”) by and between Bailey & Haskell Associates, Inc. (the “Corporation”), the wholly-owned subsidiary of The Oneida Savings Bank, and John E. Haskell (the “Employee”) is made effective as of the 1st day of January, 2008.
