Common use of Definitive Agreement Clause in Contracts

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXX, BXXXXXXX & WXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Date: 9/16/19 Jxxxx X. Xxxxxx Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE, MHC By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the Board, President & Chief Executive Officer Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. In addition, KBW’s execution of any Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800.000.0000 • Fax 312.423. 8232 • wxx.xxx.xxx Putnam Bancorp, MHC PSB Holdings, Inc. Putnam Bank June 12, 2015 Agency Agreement shall also be subject to agreement that the price established by the independent appraiser is reasonable. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXX, BXXXXXXX & WXXXX, INC. By: /s/ Jxxxx Pxxxxxxx X. XxXxxxx Date: 6-12-15 Pxxxxxxx X. XxXxxxx Managing Director Putnam Bancorp, PSB Holdings, Inc., Putnam Bank By: /s/ Txxxxx X. Xxxxxx Date: 9/16/19 Jxxxx 6-16-15 Mx. Xxxxxx X. Xxxxxx Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE, MHC By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the BoardBorner Vice Chairman, President & Chief Executive Officer CEO Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 800.000.0000 • Fax 300.000.0000 312.423. 8232 • wxx.xxx.xxxwxx.xxx.xxx Exhibit B to Agency Agreement Conversion Agent Engagement Letter Dated June 12, 2015 June 12, 2015 Mx. Xxxxxx X. Borner Vice Chairman, President & CEO Putnam Bancorp, MHC PSB Holdings Inc. Putnam Bank 40 Xxxx Xxxxxx Xxxxxx, XX 00000 Dear Mx. Xxxxxx, This letter confirms the engagement of Kxxxx, Bxxxxxxx and Wxxxx, Inc. (“KBW”) to act as the Conversion Agent to PSB Holdings, Inc. (collectively with any of its successors or any new stock holding company formed to effect the second step stock offering, the “Bank”) in connection with the Bank’s proposed reorganization from the mutual holding company form to full stock form of organization pursuant to a Plan of Conversion and Reorganization (the “Conversion”), including the offer and sale of common stock (the “Offering”) of a newly organized holding company (the “Holding Company”) to eligible persons in a Subscription Offering, with any remaining shares offered to the general public in a Direct Community Offering and, possibly, a Syndicated Community Offering. The Bank and the Holding Company are collectively referred to herein as the “Company”. This letter sets forth the terms and conditions of our engagement.

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. Xxxxx, Xxxxxxxx & Xxxxx • 0 Xxxxx Xxxxxx Xxxxx, Suite 3400 • Xxxxxxx, XX 00000 312.423.8200 • 000.000.0000 • Fax 000.000.0000 • xxx.xxx.xxx First Seacoast Bancorp, MHC First Seacoast Bancorp First Seacoast Bank August 22, 2022 The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Xxxxxxxx XxXxxxx Date: 9/16/19 Jxxxx X. Xxxxxx August 22, 2022 Xxxxxxxx XxXxxxx Managing Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHOREFirst Seacoast Bancorp, MHC First Seacoast Bancorp First Seacoast Bank By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the BoardXxxxx Xxxxxxx Date: August 25, 2022 Xxxxx Xxxxxxx President & Chief Executive Officer KxxxxXxxxx, Bxxxxxxx Xxxxxxxx & Wxxxx Xxxxx • 70 Xxxx 0 Xxxxx Xxxxxx Xxxxx, Suite 3400 • Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 000.000.0000 • Fax 300.000.0000 000.000.0000 • wxx.xxx.xxxxxx.xxx.xxx August 22, 2022 First Seacoast Bancorp, MHC First Seacoast Bancorp First Seacoast Bank 000 Xxxxxxx Xxxxxx Xxxxx, XX 00000 Attention: Xx. Xxxxx Xxxxxxx President & Chief Executive Officer Re: Services of Conversion Agent and Data Processing Records Management Agent Ladies and Gentlemen: This letter agreement (this “Agreement”) confirms the engagement of Xxxxx, Xxxxxxxx & Xxxxx, Inc. (“KBW”) by First Seacoast Bancorp, MHC, First Seacoast Bancorp and First Seacoast Bank (collectively with any of its successors including the new stock holding company to be formed to effect the second step offering (the “Company”), on behalf of both itself and the Company, to act as the conversion agent and the data processing records management agent (KBW in such capacities, the “Agent”) to the Company in connection with First Seacoast Bancorp, MHC’s proposed conversion from the mutual holding company form to the full stock form of organization, including the offer and sale of the common stock (the “Conversion”) pursuant to the Company’s proposed Plan of Conversion and Reorganization (the “Plan of Conversion”). The sale will be to eligible persons in a subscription offering (the “Subscription Offering”), with any remaining unsold shares of Common Stock to then be offered to the general public in a community offering (the “Community Offering”) and if necessary, through a syndicate of broker-dealers organized by KBW (a “Syndicated Community Offering”) (the Subscription Offering, Community Offering, and any Syndicated Community Offering are collectively referred to herein as the “Offerings”). This Agreement sets forth the terms and conditions of KBW’s engagement solely in its capacity as Agent. It is acknowledged that the terms of KBW’s engagement by the Company as exclusive financial advisor in the Conversion and as sole bookrunning manager in the Offerings is set forth in a separate agreement entered into by and between KBW and the Bank (on behalf of both itself and the Company) on or about the date hereof (such separate agreement, the “Advisory Agreement”).

Definitive Agreement. This Agreement letter agreement reflects KBW’s present intention of proceeding to work with the Company on the its proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 98, (ii) the payment of Asheville Savings Bank, S.S.B. February 18, 2011 certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 65, (iv) the limitations set forth in Section 76, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 9 and (ivvi) those terms as may be set forth in a mutually agreed upon agency agreement Agency Agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”)Offerings, all of which, notwithstanding anything to the contrary that may be contained herein, which shall constitute the binding obligations of the parties hereto and which shall survive any the termination of this Agreement letter agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision execution of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly such Agency Agreement shall also be subject to (a) satisfactory completion of KBW’s satisfaction with Due Diligence Review by KBWReview, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substanceKBW, (c) compliance with all applicable relevant legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) agreement that the price established by the independent appraiser is reasonable, and (e) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems appropriate for the transactions contemplated herebyOffering. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement agreement or conduct in connection with the this engagement is hereby waived by the parties heretoparties. KxxxxAsheville Savings Bank, Bxxxxxxx & Wxxxx • 70 Xxxx XxxxxxxS.S.B. February 18, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 2011 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an the original copy of this Agreement letter to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx Xxxxxxx X. Xxxxxx Date: 9/16/19 Jxxxx Xxxxxxx X. Xxxxxx Managing Director NORTH SHORE TRUST AND ASHEVILLE SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHOREBANK, MHC S.S.B. By: /s/ Sxxxxxx Xxxxxxx X. Xxxx Sxxxxxx XxXxxxx Date: 3/11/11 Xxxxxxx X. Xxxx Chairman of the BoardXxXxxxx President February 16, President & Chief Executive Officer Kxxxx2011 Asheville Savings Bank, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • CxxxxxxS.S.B. 00 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxxAttention: Xxxxxxx X. XxXxxxx President Ladies and Gentlemen: This letter confirms the engagement of Xxxxx, Xxxxxxxx and Xxxxx, Inc. (“KBW”) to act as the Conversion Agent to Asheville Savings Bank, S.S.B. (the “Bank”) in connection with the Bank’s proposed conversion from mutual to stock form of ownership, including the offer and sale of common stock of a newly organized holding company of the Bank (the “Offering”).

Definitive Agreement. This Agreement reflects KBW’s present Sandler O'Nexxx xxx the Bank agree that (a) except as set forth in clause (b), the foregoing represents the general intention of proceeding the Bank and Sandler O'Nexxx xxxh respect to work the services to be provided by Sandler O'Nexxx xx connection with the Company on Offerings, which will serve as a basis for Sandler O'Nexxx xxxmencing activities, and (b) the proposed Offerings. No only legal and binding obligation is created on the part obligations of the Bank, the Holding Company or KBW with and Sandler O'Nexxx xxxh respect to the subject matter hereofhereof shall be (1) the Bank's obligation to reimburse costs and expenses pursuant to the section captioned "Costs and Expenses," (2) those set forth under the captions "Confidentiality" and "Indemnification," and (3) as set forth in a duly negotiated and executed definitive Agency Agreement to be entered into prior to the commencement of the Subscription Offering relating to the services of Sandler O'Nexxx xx connection with the Offerings. Such 15 Bay State Federal Savings Bank September 9, except as 1997 Page 7 Agency Agreement shall be in form and content satisfactory to Sandler O'Nexxx, xxe Bank and the Holding Company and their respective counsel and shall contain standard indemnification provisions consistent herewith. Sandler O'Nexxx'x xxxcution of such Agency Agreement shall also be subject to (i) Sandler O'Nexxx'x xxxisfaction with its investigation of the agreement to maintain the confidentiality Bank's business, financial condition and results of Confidential Information set forth in Section 9operations, (ii) the payment preparation of certain fees as set forth in Section 4offering materials that are satisfactory to Sandler O'Nexxx xxx its counsel, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable relevant legal and regulatory requirements to the reasonable satisfaction of KBW and its counselSandler O'Nexxx'x xxxnsel, (div) agreement that the price established by the independent appraiser is reasonable and (v) market conditions (including at the time of any of the proposed Offerings)offering. Sandler O'Nexxx xxx terminate this agreement if such Agency Agreement is not entered into prior to June 30, (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXX, BXXXXXXX & WXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Date: 9/16/19 Jxxxx X. Xxxxxx Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE, MHC By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the Board, President & Chief Executive Officer Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx1998.

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. Xxxxx, Xxxxxxxx & Xxxxx • 0 Xxxxx Xxxxxx Xxxxx, Suite 3400 • Chicago, IL 60606 312.423.8200 • 000.000.0000 • Fax 000.000.0000 • xxx.xxx.xxx Gouverneur Bancorp, MHC Gouverneur Bancorp, Inc. Gouverneur Savings & Loan Association August 18, 2022 The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (ft) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Xxxxxxxx XxXxxxx Date: 9/16/19 Jxxxx X. Xxxxxx August 18, 2022 Xxxxxxxx XxXxxxx Managing Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHOREGouverneur Bancorp, MHC Gouverneur Bancorp, Inc. Gouverneur Savings & Loan Association By: /s/ Sxxxxxx Xxxx X. Xxxxxxxx Date: September 19, 2022 Xxxx Sxxxxxx X. Xxxx Chairman of the Board, Xxxxxxxx President & Chief Executive Officer KxxxxXxxxx, Bxxxxxxx Xxxxxxxx & Wxxxx Xxxxx • 70 Xxxx Xxxxxxx0 Xxxxx Xxxxxx Xxxxx, Xxxxx 0000 Suite 3400 • CxxxxxxChicago, XX 00000 IL 60606 312.423.8200 • 800,929.6113 000.000.0000 • Fax 300.000.0000 000.000.0000 • wxx.xxx.xxxxxx.xxx.xxx

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. In addition, KBW’s execution of any Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Chicago, IL 60602 312.423.8200 • 800.000.0000 • Fax 312.423. 8232 • wxx.xxx.xxx Putnam Bancorp, MHC PSB Holdings, Inc. Pxxxxx Bank June 12 , 2015 Agency Agreement shall also be subject to agreement that the price established by the independent appraiser is reasonable. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXX, BXXXXXXX & WXXXX, INC. By: /s/ Jxxxx Pxxxxxxx X. XxXxxxx Date: 6-12-15 Pxxxxxxx X. XxXxxxx Managing Director Putnam Bancorp, PSB Holdings, Inc., Pxxxxx Bank By: /s/ Txxxxx X. Xxxxxx Date: 9/16/19 Jxxxx 6-16-15 Mx. Xxxxxx X. Xxxxxx Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE, MHC By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the BoardBorner Vice Chairman, President & Chief Executive Officer CEO Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • CxxxxxxChicago, XX 00000 IL 60602 312.423.8200 • 800,929.6113 800.000.0000 • Fax 300.000.0000 312.423. 8232 • wxx.xxx.xxxwxx.xxx.xxx Exhibit B to Agency Agreement Conversion Agent Engagement Letter Dated June 12, 2015 June 12, 2015 Mx. Xxxxxx X. Borner Vice Chairman, President & CEO Putnam Bancorp, MHC PSB Holdings Inc. Putnam Bank 40 Xxxx Xxxxxx Putnam, CT 06260 Dear Mx. Xxxxxx, This letter confirms the engagement of Kxxxx, Bxxxxxxx and Wxxxx, Inc. (“KBW”) to act as the Conversion Agent to PSB Holdings, Inc. (collectively with any of its successors or any new stock holding company formed to effect the second step stock offering, the “Bank”) in connection with the Bank’s proposed reorganization from the mutual holding company form to full stock form of organization pursuant to a Plan of Conversion and Reorganization (the “Conversion”), including the offer and sale of common stock (the “Offering”) of a newly organized holding company (the “Holding Company”) to eligible persons in a Subscription Offering, with any remaining shares offered to the general public in a Direct Community Offering and, possibly, a Syndicated Community Offering. The Bank and the Holding Company are collectively referred to herein as the “Company”. This letter sets forth the terms and conditions of our engagement.

Definitive Agreement. This Agreement letter agreement reflects KBW’s present intention of proceeding to work with the Company on the its proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 98, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 65, (iv) the limitations set forth in Section 76, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 9 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement Agency Agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”)Offerings, all of which, notwithstanding anything to the contrary that may be contained herein, which shall constitute the binding obligations of the parties hereto and which shall survive any the termination of this Agreement letter agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision execution of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly such Agency Agreement shall also be subject to (a) satisfactory completion of Due Diligence Review by KBW’s satisfaction with its due diligence Review, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substanceKBW, (c) compliance by the Company with all applicable relevant legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) agreement that the price established by the independent appraiser is reasonable, and (e) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement agreement or conduct in connection with the engagement is hereby waived by the parties hereto. KxxxxMadison County Bank Madison County Holding, Bxxxxxxx & Wxxxx • 70 Xxxx XxxxxxxMHC Madison County Financial Corporation January 12, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 2012 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an the original copy of this Agreement letter to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx Xxxxxx X. Xxxxxx Date: 9/16/19 Jxxxx XXX Xxxxxx X. Xxxxxx XXX Managing Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHOREMadison County Bank Madison County Holding, MHC Madison County Financial Corporation By: /s/ Sxxxxxx Xxxxx X. Xxxx Sxxxxxx Xxxxxxxxxx Date: 1/26/2012 Xxxxx X. Xxxx Chairman of the Board, Xxxxxxxxxx President & Chief Executive Officer Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxxand CEO

Definitive Agreement. This Agreement reflects KBW’s 's present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Chicago, IL 60602 312.423.8200 • 800.000.0000 • Fax 300.000.0000 • wxx.xxx.xxx AF Mutual Holding Company Alamogordo Financial Corp. BANK’34 December 23, 2015 Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXX, BXXXXXXX & WXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Date: 9/16/19 12/23/2015 Jxxxx X. Xxxxxx Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE, MHC AF Mutual Holding Company BANK ‘34 Alamogordo Financial Corp. By: /s/ Sxxxxxx X. Xxxx Sxxxxxx X. Xxxx Chairman of the Board, President & Jxxx Xxxxxxxxx Date: 12/23/2015 Jxxx Xxxxxxxxx Chief Executive Officer Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • CxxxxxxChicago, XX 00000 IL 60602 312.423.8200 • 800,929.6113 800.000.0000 • Fax 300.000.0000 • wxx.xxx.xxxwxx.xxx.xxx EXHIBIT B Letter Agreement dated December 23, 2015 December 23, 2015 AF Mutual Holding Company Alamogordo Financial Corp. BANK’34 500 Xxxx 00xx Xxxxxx Alamogordo, NM 88310 Attention: Mx. Xxxx Xxxxxxxxx Chief Executive Officer Re: Services of Conversion Agent and Data Processing Records Management Agent Ladies and Gentlemen: This letter agreement (this “Agreement”) confirms the engagement of Kxxxx, Bxxxxxxx & Wxxxx, Inc. (“KBW”) by (i) AF Mutual Holding Company, (ii) Alamogordo Financial Corp., and (iii) BANK’34 (collectively with any of its successors or any new stock holding company formed to effect the second step offering, the “Bank”), on behalf of both itself and the Company (as defined herein), to act as the conversion agent and the data processing records management agent (KBW in such capacities, the “Agent”) to the Company in connection with the Bank’s proposed reorganization from the mutual holding company form to the full stock form of organization, including the offer and sale of the common stock (the “Conversion”) pursuant to the Company’s Plan of Conversion and Reorganization (the “Plan of Conversion”). The sale will be to eligible persons in a subscription offering (the “Subscription Offering”), with any remaining unsold shares of Common Stock to then be offered to the general public in a community offering (the “Community Offering”) and if necessary, through a syndicate of broker-dealers organized by KBW (a “Syndicated Community Offering”) (the Subscription Offering, Community Offering, and any Syndicated Community Offering are collectively referred to herein as the “Offerings”). This Agreement sets forth the terms and conditions of KBW’s engagement solely in its capacity as Agent. It is acknowledged that the terms of KBW’s engagement by the Company as exclusive financial advisor in the Conversion and as sole bookrunning manager in the Offerings is set forth in a separate agreement entered into by and between KBW and the Bank (on behalf of both itself and the Company) on or about the date hereof (such separate agreement, the “Advisory Agreement”). AF Mutual Holding Company Alamogordo Financial Corp. BANK’34 December 23, 2015

Definitive Agreement. This Agreement reflects KBW’s present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings Xxxxx, Xxxxxxxx & Xxxxx • 00 Xxxx Xxxxxxx, Xxxxx 0000 • Xxxxxxx, XX 00000 312.423.8200 • 000.000.0000 • Fax 000.000.0000 • xxx.xxx.xxx 1895 Bancorp of Wisconsin, MHC 1895 Bancorp of Wisconsin, Inc. PyraMax Bank, FSB January 11, 2021 (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx Xxxxxxxx X. Xxxxxx XxXxxxx Date: 9/16/19 Jxxxx 1.11.2021 Xxxxxxxx X. Xxxxxx XxXxxxx Managing Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHORE1895 BANCORP OF WISCONSIN, MHC 1895 BANCORP OF WISCONSIN, INC. PYRAMAX BANK, FSB By: /s/ Sxxxxxx Xxxxxxx X. Xxxx Sxxxxxx Date: January 19, 2021 Xxxxxxx X. Xxxx Chairman of the Board, President & and Chief Executive Officer KxxxxXxxxx, Bxxxxxxx Xxxxxxxx & Wxxxx Xxxxx • 70 00 Xxxx Xxxxxxx, Xxxxx 0000 • CxxxxxxXxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx00000

Definitive Agreement. This Agreement reflects KBW’s 's present intention of proceeding to work with the Company on the proposed Offerings. No legal and binding obligation is created on the part of the Company or KBW with respect to the subject matter hereof, except as to (i) the agreement to maintain the confidentiality of Confidential Information set forth in Section 9, (ii) the payment of certain fees as set forth in Section 4, (iii) the payment of expenses as set forth in Section 6, (iv) the limitations set forth in Section 7, (v) the limitations of liability, the indemnification and contribution obligations and the other provisions set forth in Section 11 and (iv) those terms as may be set forth in a mutually agreed upon agency agreement between KBW and the Company to be executed prior to commencement of the Offerings (the “Agency Agreement”), all of which, notwithstanding anything to the contrary that may be contained herein, shall constitute the binding obligations of the parties hereto and which shall survive any termination of this Agreement or the completion of the services furnished hereunder and shall remain operative and in full force and effect. Xxxxx, Xxxxxxxx & Xxxxx • 00 Xxxx Xxxxxxx, Xxxxx 0000 • Xxxxxxx, XX 00000 312.423.8200 • 000.000.0000 • Fax 000.000.0000 • xxx.xxx.xxx The Seneca Falls Savings Bank, MHC Seneca-Cayuga Bancorp, Inc. Generations Bank May 6, 2020 The Company acknowledges and agrees that KBW’s provision of services in connection with the Conversion and the Offerings, as contemplated herein, is expressly subject to (a) satisfactory completion of Due Diligence Review by KBW, (b) the preparation of a Registration Statement and Prospectus and other offering materials that are reasonably satisfactory to KBW in form and substance, (c) compliance with all applicable legal and regulatory requirements to the reasonable satisfaction of KBW and its counsel, (d) market conditions (including at the time of any of the proposed Offerings), (e) approval of KBW’s internal committee and (f) any other conditions that KBW reasonably deems may deem appropriate for the transactions contemplated hereby. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and can be altered only by written consent signed by the parties. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to the conflicts of laws principles thereof. Any right to trial by jury with respect to any claim or action arising out of this Agreement or conduct in connection with the engagement is hereby waived by the parties hereto. Kxxxx, Bxxxxxxx & Wxxxx • 70 Xxxx Xxxxxxx, Xxxxx 0000 • Cxxxxxx, XX 00000 312.423.8200 • 800,929.6113 • Fax 300.000.0000 • wxx.xxx.xxx North Shore Trust and Savings September 16, 2019 Page 10 of 10 If the foregoing correctly sets forth our mutual understanding, please so indicate by signing and returning an original copy of this Agreement to the undersigned. Very truly yours, KXXXXXXXXX, BXXXXXXX XXXXXXXX & WXXXXXXXXX, INC. By: /s/ Jxxxx X. Xxxxxx Date: 9/16/19 Jxxxx 5.6.2020 Xxxxxxxx X. Xxxxxx XxXxxxx Managing Director NORTH SHORE TRUST AND SAVINGS NSTS FINANCIAL CORPORATION Date: 10.23.19 NORTH SHOREThe Seneca Falls Savings Bank, MHC Seneca-Cayuga Bancorp, Inc. Generations Bank By: /s/ Sxxxxxx Xxxxx X. Xxxx Sxxxxxx Case Date: 5/07/2020 Xxxxx X. Xxxx Chairman of the Board, Case President & Chief Executive Officer KxxxxCEO Xxxxx, Bxxxxxxx Xxxxxxxx & Wxxxx Xxxxx • 70 00 Xxxx Xxxxxxx, Xxxxx 0000 • CxxxxxxXxxxxxx, XX 00000 312.423.8200 • 800,929.6113 000.000.0000 • Fax 300.000.0000 000.000.0000 • wxx.xxx.xxxxxx.xxx.xxx