September 11, 2013 Umpqua Holdings Corporation One SW Columbia Street, Suite 1200 Portland, OR 97258 Sterling Financial Corporation Spokane, WA 99201 RE: Investor Letter AgreementInvestment Agreement • September 13th, 2013 • Warburg Pincus Private Equity X, L.P. • Savings institutions, not federally chartered
Reference is made to the Merger Agreement, dated as of the date hereof, between Sterling Financial Corporation (“Silver”) and Umpqua Holdings Corporation (“River”) (the “Merger Agreement”); capitalized terms have the meanings ascribed to them in the Merger Agreement. Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (together with Warburg Pincus X Partners, L.P., an affiliated Delaware limited partnership, “Holder”) is a party to an Investment Agreement with Silver, dated May 25, 2010, as amended (the “Investment Agreement”).
