CFS Bancorp Inc Sample Contracts

WITNESSETH
Employment Agreement • March 10th, 2004 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
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WITNESSETH
Employment Agreement • March 16th, 2005 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
COMMON STOCK
Agency Agreement • May 11th, 1998 • CFS Bancorp Inc • Blank checks • New York
AGREEMENT
Agreement • March 16th, 2005 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
between
Agreement and Plan of Merger • March 26th, 1998 • CFS Bancorp Inc • Indiana
WITNESSETH
Employment Agreement • March 26th, 1998 • CFS Bancorp Inc • Indiana
WITNESSETH
Severance and Release Agreement • March 31st, 1999 • CFS Bancorp Inc • Blank checks • Indiana
EMPLOYMENT AGREEMENT
Employment Agreement • February 23rd, 2011 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This EMPLOYMENT AGREEMENT (the “Agreement”) dated this 18th day of February, 2011 is made and entered into by and between CFS BANCORP, INC. (the “Company”), an Indiana corporation, CITIZENS FINANCIAL BANK (the “Bank”), a federally-chartered savings association, and JERRY A. WEBERLING (the “Executive”), a resident of the State of Illinois

EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2008 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This EMPLOYMENT AGREEMENT (the “Agreement”) dated this 1st day of May, 2008 is made and entered into by and between CFS BANCORP, INC. (the “Corporation”), an Indiana corporation, and Charles V. Cole (the “Executive”), a resident of the State of Illinois,

EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2008 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This EMPLOYMENT AGREEMENT (the “Agreement”) dated this 1st day of May, 2008 is made and entered into by and between CITIZENS FINANCIAL BANK (the “Bank”), a federally chartered savings bank, and Thomas F. Prisby (the “Executive”), a resident of the State of Illinois,

Contract
Employment Agreement • July 7th, 2006 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
EMPLOYMENT AGREEMENT
Employment Agreement • July 7th, 2006 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

AGREEMENT dated this 1st day of July 2006 between CFS Bancorp, Inc. (the "Corporation"), an Indiana corporation, and Thomas L. Darovic (the "Executive").

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • April 26th, 2013 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This CHANGE IN CONTROL AGREEMENT (the “Agreement”) is made and entered into as of the 24th day of April, 2013 by and between CITIZENS FINANCIAL BANK (the “Bank”), a federally chartered savings bank, and REBECCA REES (the “Executive”), who is currently a resident of the State of Indiana.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 19th, 2009 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into this 15th day of June, 2009 by and between CFS BANCORP, INC. (the “Company”), an Indiana corporation, and LAWRENCE T. TOOMBS (the “Indemnitee”), currently a resident of the State of Indiana,

AGREEMENT OF REORGANIZATION AND MERGER BETWEEN FIRST MERCHANTS CORPORATION AND CFS BANCORP, INC.
Employment Agreement • May 13th, 2013 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

THIS AGREEMENT OF REORGANIZATION AND MERGER (the “Agreement”), is entered as of the 13th day of May, 2013, by and between FIRST MERCHANTS CORPORATION, an Indiana corporation (“First Merchants”) and CFS BANCORP, INC., an Indiana corporation (“Citizens”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • July 28th, 2010 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This CHANGE IN CONTROL AGREEMENT (the “Agreement”) is made and entered into as of the 3rd day of June, 2010 by and between CFS BANCORP, Inc. (“Company”) an Indiana corporation, CITIZENS FINANCIAL BANK (“Bank”), a federally chartered savings bank, and Jerry A. Weberling (the “Executive”), who is currently a resident of the State of Illinois.

AGREEMENT
Agreement • November 16th, 2007 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This Agreement is entered into as of October 25, 2007 by and between CFS Bancorp, Inc. and Citizens Financial Bank, located at 707 Ridge Road, Munster, Indiana (collectively, the "Employer") and Zoran Koricanac ("Employee"). WHEREAS, the parties desire to enter into this Agreement regarding the separation of Employee's employment. NOW, THEREFORE, in consideration of the mutual promises, the receipt and adequacy of which are acknowledged, the parties agree as follows:

Contract
Employment Agreement • December 30th, 2009 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
JOINT FILING AGREEMENT
Joint Filing Agreement • May 23rd, 2013 • CFS Bancorp Inc • Savings institution, federally chartered

Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.

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AGREEMENT BY AND BETWEEN Citizens Financial Bank Munster, Indiana and The Comptroller of the Currency
Agreement by And • December 21st, 2012 • CFS Bancorp Inc • Savings institution, federally chartered

Citizens Financial Bank, Munster, Indiana (“Bank”) and the Comptroller of the Currency of the United States of America (“Comptroller”) wish to protect the interests of the depositors and other customers of the Bank, and, toward that end, wish the Bank to operate safely and soundly and in accordance with all applicable laws, rules and regulations. The Comptroller has found unsafe and unsound banking practices and violations of regulations relating to credit administration at the Bank. In consideration of the above premises, it is agreed, between the Bank, by and through its duly elected and acting Board of Directors (“Board”), and the Comptroller, through his authorized representative, that the Bank shall operate at all times in compliance with the articles of this Agreement.

CFS BANCORP, INC. RESTRICTED STOCK AWARD AGREEMENT PERFORMANCE
Omnibus Equity Incentive Plan • March 6th, 2012 • CFS Bancorp Inc • Savings institution, federally chartered

THIS AGREEMENT (the “Agreement”), made and executed as of the ___ day of _____, 20__, between CFS Bancorp, an Indiana corporation (the “Company”), and ___________________, an Employee or Non-employee Director of the Company or one of its Affiliates (the “Participant”).

RETIREMENT AGREEMENT
Retirement Agreement • December 19th, 2011 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

THIS AGREEMENT made this 16th day of December, 2011 (the “Effective Date”), is made and entered into by and among CFS Bancorp, Inc., an Indiana corporation (the “Company”), Citizens Financial Bank, a federally chartered savings bank (the “Bank”) (collectively, the “Employers”) and Thomas F. Prisby (“Executive”). Terms used in this Agreement but not specifically defined herein shall have the same meaning as in the Employment Agreements (as defined below).

WITNESSETH
15 Agreement • December 9th, 2004 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
CFS BANCORP, INC. RESTRICTED STOCK AWARD AGREEMENT SERVICE
Omnibus Equity Incentive Plan • March 6th, 2012 • CFS Bancorp Inc • Savings institution, federally chartered

THIS AGREEMENT (the “Agreement”), made and executed as of the ___ day of _____, 20__, between CFS Bancorp, an Indiana corporation (the “Company”), and ___________________, an Employee or Non-employee Director of the Company or one of its Affiliates (the “Participant”).

Long-Term Cash Award Agreement 2010
CFS Bancorp Inc • April 28th, 2010 • Savings institution, federally chartered

The long-term cash bonus will be paid on the date on which the bonus, or a portion thereof, becomes vested in accordance with the above vesting schedule, except as provided otherwise in this paragraph. In the event the employee’s employment is terminated for any reason other than Death, Disability, or Retirement prior to vesting, the bonus will be forfeited. In the event of a termination due to Death, Disability, or Retirement, the non-vested portion of the bonus will become vested as of the date of termination. In the event of a Change in Control, the non-vested portion of the bonus will become vested and be paid on the date the Change in Control occurs. The terms “Disability,” “Retirement,” and “Change in Control” will have the same definition used in the CFS Bancorp, Inc. 2008 Omnibus Equity Incentive Plan.

SEPARATION AGREEMENT
Separation Agreement • July 28th, 2010 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

THIS SEPARATION AGREEMENT (“Agreement”) is made and entered into as of this 27th day of May, 2010, by and among CFS BANCORP, INC. (“Company”), an Indiana corporation, CITIZENS FINANCIAL BANK (“Bank”), a federally-chartered stock savings association, and CHARLES V. COLE (“Employee”), a resident of the State of Illinois,

Contract
Employment Agreement • December 30th, 2009 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana
Service Retention Program Agreement 2009
Service Retention • May 4th, 2009 • CFS Bancorp Inc • Savings institution, federally chartered

The bonus will be paid in the year in which the bonus, or a portion thereof, becomes vested. In the event an employee terminates employment for any reason other than Death, Disability or Retirement prior to vesting, the bonus will be forfeited. In the event of a termination due to Death, Disability or Retirement, the non-vested portion of the bonus will become vested as of the date of termination. In the event of a Change in Control, the non-vested portion of the bonus will become vested. The terms “Disability,” “Retirement” and “Change in Control” will have the same definition used in the CFS Bancorp, Inc. 2008 Omnibus Equity Incentive Plan.

VOTING AGREEMENT
Voting Agreement • May 13th, 2013 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

THIS VOTING AGREEMENT is entered into this 13th day of May, 2013, by and among FIRST MERCHANTS CORPORATION (“First Merchants”) and the undersigned shareholders of CFS BANCORP, INC. (collectively, the “Shareholders”).

STANDSTILL AGREEMENT
Standstill Agreement • November 23rd, 2010 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This Standstill Agreement (this “Agreement”) is entered into as of November 18, 2010, by and among CFS Bancorp, Inc., an Indiana corporation (the “Company”), Citizens Financial Bank, a federal savings bank (the “Bank”), and each of PL Capital, LLC, Goodbody/PL Capital, LLC, Financial Edge Fund, L.P., Financial Edge-Strategic Fund, L.P., PL Capital/Focused Fund, L.P., Goodbody/PL Capital, L.P., PL Capital Advisors, LLC, Richard J. Lashley, Beth Lashley, the Danielle Morgan Lashley 2010 Trust, Robin Lashley, PL Capital Defined Benefit Pension Plan, John W. Palmer, Irving A. Smokler, and Red Rose Trading Estonia OU (each a “PL Capital Party” and collectively the “PL Capital Parties”). Except as the context otherwise requires, all capitalized terms not otherwise defined herein shall have the meaning as defined in Section 1.1 hereof.

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • March 6th, 2012 • CFS Bancorp Inc • Savings institution, federally chartered

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (“Agreement”), dated as of [___________, ______] (“Effective Date”), is entered into between CFS Bancorp, Inc., an Indiana corporation (the “Company”), and [____________] (“Participant”).

AGREEMENT
Agreement • January 3rd, 2008 • CFS Bancorp Inc • Savings institution, federally chartered • Indiana

This Agreement is entered into by and between Citizens Financial Bank and CFS Bancorp, Inc., both located at 707 Ridge Road, Munster, Indiana (collectively, “Employer”) and Thomas L. Darovic ("Employee").

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