0001362310-09-000104 Sample Contracts

BERKSHIRE HILLS BANCORP, INC. BERKSHIRE BANK AMENDED AND RESTATED THREE YEAR CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered • Massachusetts

This Amended and Restated Three Year Change in Control Agreement (the “Agreement”) is made effective as of October 1, 2008, by and among Berkshire Hills Bancorp, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, and its wholly-owned subsidiary, Berkshire Bank (the “Bank”), a state chartered savings Bank with its principal administrative offices at 24 North Street, Pittsfield, Massachusetts 01201, and Michael J. Oleksak (“Executive”).

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Letterhead of Berkshire Hills Bancorp, Inc.]
Securities Purchase Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered

Michael P. Daly President and Chief Executive Officer c/o Berkshire Hills Bancorp, Inc. 24 North Street Pittsfield, Massachusetts 01201

Letterhead of Berkshire Hills Bancorp, Inc.]
Securities Purchase Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered

Michael J. Oleksak Executive Vice President of Commercial Banking c/o Berkshire Hills Bancorp, Inc. 24 North Street Pittsfield, Massachusetts 01201

Letterhead of Berkshire Hills Bancorp, Inc.]
Securities Purchase Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered

John S. Millet President and Chief Executive Officer, Berkshire Insurance Group, Inc. c/o Berkshire Hills Bancorp, Inc. 24 North Street Pittsfield, Massachusetts 01201

BERKSHIRE HILLS BANCORP, INC. BERKSHIRE BANK AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered • Massachusetts

This Amended and Restated Employment Agreement (the “Agreement”) is made effective as of the 1st day of October, 2008 (the “Effective Date”) by and between Berkshire Hills Bancorp, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, with its principal offices at 24 North Street, Pittsfield, Massachusetts, 01202, its wholly-owned subsidiary, Berkshire Bank (the “Bank”), a state-chartered savings institution, with its principal offices at 24 North Street, Pittsfield, Massachusetts, 01202, and Michael P. Daly (“Executive”).

Letterhead of Berkshire Hills Bancorp, Inc.]
Securities Purchase Agreement • January 6th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered

Shepard D. Rainie Executive Vice President and Chief Risk Officer c/o Berkshire Hills Bancorp, Inc. 24 North Street Pittsfield, Massachusetts 01201

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