0001104659-15-011463 Sample Contracts

WARRANT REPURCHASE AGREEMENT
Warrant Repurchase Agreement • February 18th, 2015 • Talmer Bancorp, Inc. • National commercial banks

THIS WARRANT REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 17th day of February, 2015, by and between WLR Recovery Fund IV, L.P. (“WLR Recovery”), WLR IV Parallel ESC, L.P. (“WLR Parallel” and, together with WLR Recovery, the “Sellers,” and each a “Seller”), and Talmer Bancorp, Inc., a Michigan corporation (the “Purchaser”).

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FIRST AMENDMENT to LOAN AGREEMENT between and TALMER BANCORP, INC. Dated as of December 19, 2014
Loan Agreement • February 18th, 2015 • Talmer Bancorp, Inc. • National commercial banks • New York

This FIRST AMENDMENT TO LOAN AGREEMENT (this “First Amendment”) is dated as of December 19, 2014, and is made by and between TALMER BANCORP, INC., a Michigan corporation (“Borrower”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“Lender”).

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