0000950123-10-100788 Sample Contracts

LONG-TERM INCENTIVE RESTRICTED STOCK AGREEMENT
Long-Term Incentive Restricted Stock Agreement • November 4th, 2010 • Citizens Republic Bancorp, Inc. • National commercial banks • Michigan

THIS LONG-TERM INCENTIVE RESTRICTED STOCK AGREEMENT (the “Award Agreement”) is made the day of , (the “Grant Date”), by and between Citizens Republic Bancorp, Inc. (the “Company”) and the undersigned (the “Grantee”), pursuant to the Citizens Republic Bancorp, Inc. Stock Compensation Plan (the “Plan”). Capitalized terms not defined in this Award Agreement shall have the meanings respectively ascribed to them in the Plan.

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SALARY STOCK AGREEMENT
Salary Stock Agreement • November 4th, 2010 • Citizens Republic Bancorp, Inc. • National commercial banks • Michigan

THIS SALARY STOCK AGREEMENT (the “Agreement”) is made as of the day of , , by and between Citizens Republic Bancorp, Inc. (the “Company”) and the undersigned grantee (the “Grantee”), pursuant to the Citizens Republic Bancorp, Inc. Stock Compensation Plan (the “Plan”). Capitalized terms not defined in this Agreement shall have the meanings respectively ascribed to them in the Plan.

AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • November 4th, 2010 • Citizens Republic Bancorp, Inc. • National commercial banks • Michigan

This Amended and Restated Change in Control Agreement (“Agreement”) is made by and between Citizens Republic Bancorp, Inc., a Michigan corporation (“Corporation”), and _________________________ (“Executive”). The effective date of this Agreement shall be _________________.

LONG-TERM INCENTIVE RESTRICTED STOCK UNIT AGREEMENT
Long-Term Incentive Restricted Stock Unit Agreement • November 4th, 2010 • Citizens Republic Bancorp, Inc. • National commercial banks • Michigan

THIS LONG-TERM INCENTIVE RESTRICTED STOCK UNIT AGREEMENT (the “Award Agreement”) is made the __ day of _____, ____ (the “Grant Date”), by and between Citizens Republic Bancorp, Inc. (the “Company”) and the undersigned (the “Grantee”), pursuant to the Citizens Republic Bancorp, Inc. Stock Compensation Plan (the “Plan”). Capitalized terms not defined in this Award Agreement shall have the meanings respectively ascribed to them in the Plan.

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