0001193125-04-160021 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT among IBERIABANK CORPORATION, as Depositor WILMINGTON TRUST COMPANY, as Property Trustee WILMINGTON TRUST COMPANY, as Delaware Trustee and THE ADMINISTRATIVE TRUSTEES NAMED HEREIN as Administrative Trustees
Trust Agreement • September 22nd, 2004 • Iberiabank Corp • State commercial banks • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of September 20, 2004, among (i) IBERIABANK Corporation, a Louisiana corporation (including any successors or permitted assigns, the “Depositor”), (ii) Wilmington Trust Company, a Delaware banking corporation, as property trustee (in such capacity, the “Property Trustee”), (iii) Wilmington Trust Company, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee” and together with the Property Trustee, the “Trustee”), (iv) Daryl G. Byrd, an individual, John R. Davis, an individual, and Marilyn W. Burch, an individual, each of whose address is c/o IBERIABANK Corporation, 200 West Congress Street, 12th Floor, Lafayette, LA 70501, as administrative trustees (in such capacities, each an “Administrative Trustee” and, collectively, the “Administrative Trustees” and, together with the Property Trustee and the Delaware Trustee, the “Trustees”) and (v) the several Holders, as hereinafter defined.

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JUNIOR SUBORDINATED INDENTURE between IBERIABANK CORPORATION and WILMINGTON TRUST COMPANY, as Trustee
Iberiabank Corp • September 22nd, 2004 • State commercial banks • New York

JUNIOR SUBORDINATED INDENTURE, dated as of September 20, 2004, between IBERIABANK CORPORATION, a Louisiana corporation (the “Company”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Trustee (in such capacity, the “Trustee”).

GUARANTEE AGREEMENT between IBERIABANK CORPORATION, As Guarantor, and WILMINGTON TRUST COMPANY, As Guarantee Trustee Dated as of September 20, 2004 IBERIABANK STATUTORY TRUST III
Guarantee Agreement • September 22nd, 2004 • Iberiabank Corp • State commercial banks • New York

GUARANTEE AGREEMENT, dated as of September 20, 2004, executed and delivered by IBERIABANK CORPORATION, a Louisiana corporation (the “Guarantor”) having its principal office at 200 West Congress Street, 12th Floor, Lafayette, LA 70501, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (in such capacity, the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of IBERIABANK Statutory Trust III, a Delaware statutory trust (the “Issuer”).

PLACEMENT AGREEMENT AMONG IBERIABANK CORPORATION, IBERIABANK STATUTORY TRUST III AND SUNTRUST CAPITAL MARKETS, INC.
Placement Agreement • September 22nd, 2004 • Iberiabank Corp • State commercial banks • Georgia

IBERIABANK Corporation, a Louisiana corporation (the “Company”), and its financing subsidiary, IBERIABANK Statutory Trust III, a Delaware statutory trust (the “Trust,” and hereinafter together with the Company, the “Offerors”), hereby confirm their agreement (this “Agreement”) with you as placement agent (the “Placement Agent”), as follows:

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