1 EXHIBIT 1.1 MIDWEST BANC HOLDINGS, INC. 1,100,000 Shares Common Stock* UNDERWRITING AGREEMENTMidwest Banc Holdings Inc • December 19th, 1997 • Illinois
EXHIBIT 10.14 FOURTH AMENDMENT TO CREDIT AGREEMENT Harris Trust and Saving Bank Chicago, Illinois Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of January 30, 1998, as amended (the "Credit Agreement"),...Credit Agreement • April 1st, 2002 • Midwest Banc Holdings Inc • National commercial banks • Illinois
EXHIBIT 10.6 BRITANNICA CENTRE LEASE MIDWEST BANK & TRUST COMPANY TABLE OF CONTENTSMidwest Banc Holdings Inc • December 19th, 1997
1 EXHIBIT 10.13 THIRD AMENDMENT AND WAIVER TO CREDIT AGREEMENT Harris Trust and Savings Bank Chicago, Illinois Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of January 30, 1998 (the "Credit Agreement"),...Credit Agreement • March 30th, 2000 • Midwest Banc Holdings Inc • National commercial banks • Illinois
INTRODUCTIONRetirement Agreement • November 13th, 2001 • Midwest Banc Holdings Inc • National commercial banks • Illinois
EXHIBIT 10.2 REVOLVING LOAN AGREEMENT THIS AGREEMENT, dated as of May 1, 1995 is entered into between MIDWEST ONE MORTGAGE SERVICES, INC., an Illinois corporation ("COMPANY"), and LASALLE NATIONAL BANK, a national banking association ("LASALLE"). 1....Revolving Loan Agreement • December 19th, 1997 • Midwest Banc Holdings Inc • Illinois
1 EXHIBIT 10.12 SECOND AMENDMENT TO CREDIT AGREEMENT Harris Trust and Savings Bank Chicago, Illinois Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of January 30, 1998 (the "Credit Agreement"), between the...Credit Agreement • March 30th, 2000 • Midwest Banc Holdings Inc • National commercial banks • Illinois
DATED AS OF JANUARY 30, 1998, BETWEENCredit Agreement • February 6th, 1998 • Midwest Banc Holdings Inc • National commercial banks • Illinois
LEASE FOR 927 CURTISS STREET DOWNERS GROVE, ILLINOIS 60515 SECTION 1 TERMSMidwest Banc Holdings Inc • December 19th, 1997 • Illinois
Midwest Banc Holdings, Inc. 1,500,000 Depositary Shares Each Representing 1/100th Ownership Interest in a Share of 7.75% Series A Noncumulative Redeemable Convertible Perpetual Preferred Stock (Par Value $0.01 Per Share) (Liquidation Preference...Underwriting Agreement • December 7th, 2007 • Midwest Banc Holdings Inc • National commercial banks • Missouri
STIFEL, NICOLAUS & COMPANY, INCORPORATED as Representative of the several Underwriters listed on Schedule I hereto 501 North Broadway St. Louis, Missouri 63102
1 EXHIBIT 10.11 FIRST AMENDMENT TO CREDIT AGREEMENT Harris Trust and Savings Bank Chicago, Illinois Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of January 30, 1998 (the "Credit Agreement"), between the...Credit Agreement • March 30th, 2000 • Midwest Banc Holdings Inc • National commercial banks • Illinois
Midwest Banc Holdings, Inc. Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 11th, 2005 • Midwest Banc Holdings Inc • National commercial banks • New York
FRIEDMAN, BILLINGS, RAMSEY & CO., INC. as Representative of the several Underwriters c/o Friedman, Billings, Ramsey & Co., Inc. 1001 19th Street North Arlington, Virginia 22209
MIDWEST BANC HOLDINGS, INC. as Issuer and _____________ TRUST COMPANY as Trustee SENIOR INDENTURE dated as of ________________, 200__Indenture • May 24th, 2005 • Midwest Banc Holdings Inc • National commercial banks • Delaware
INDENTURE dated as of ___, 20___between Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”), and ___Trust Company, an ___trust company, as Trustee (the “Trustee”).
OFFICE LEASE 500 WEST MONROE BROADWAY 500 WEST MONROE FEE LLC, a Delaware limited liability company as Landlord, and MIDWEST BANK & TRUST, Co. an Illinois corporation, as Tenant.Office Lease • March 11th, 2009 • Midwest Banc Holdings Inc • National commercial banks • Illinois
RECITALS:Revolving Loan Agreement • December 19th, 1997 • Midwest Banc Holdings Inc • Illinois
OFFICE LEASEOffice Lease • December 19th, 1997 • Midwest Banc Holdings Inc • Illinois
1 EXHIBIT 10.4 TRANSITIONAL EMPLOYMENT AGREEMENT This Transitional Employment Agreement ("Agreement") is made as of this ___ day of January, 1998, by and between _________________________________ (the "Employer") and the undersigned executive officer...Transitional Employment Agreement • February 6th, 1998 • Midwest Banc Holdings Inc • National commercial banks • Illinois
AGREEMENT AND PLAN OF MERGER BETWEEN MIDWEST BANC HOLDINGS, INC. AND NORTHWEST SUBURBAN BANCORP., INC. March 22, 2007Agreement and Plan of Merger • March 23rd, 2007 • Midwest Banc Holdings Inc • National commercial banks • Illinois
AGREEMENT AND PLAN OF MERGER, dated as of March 22, 2007 (this “Agreement”), by and between Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”), and Northwest Suburban Bancorp., Inc., a Delaware corporation (the “Seller”).
AGREEMENT AND PLAN OF REORGANIZATION BETWEEN MIDWEST BANC HOLDINGS, INC. AND COVEST BANCSHARES, INC. DATED AS OF NOVEMBER 1, 2002Agreement and Plan of Reorganization • November 4th, 2002 • Midwest Banc Holdings Inc • National commercial banks • Illinois
This AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of the 1st day of November, 2002, by and between Midwest Banc Holdings, Inc., a Delaware corporation (“Midwest”), and CoVest Bancshares, Inc., a Delaware corporation (“CoVest”).
AGREEMENT AMENDING SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENTAgreement Amending Supplemental Executive Retirement Agreement • November 9th, 2006 • Midwest Banc Holdings Inc • National commercial banks
THIS AGREEMENT is entered into this ___ day of ___, 2006, by and between Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”), and (the “Executive”).
FORBEARANCE AGREEMENTForbearance Agreement • October 28th, 2009 • Midwest Banc Holdings Inc • National commercial banks • Wisconsin
THIS FORBEARANCE AGREEMENT (“Agreement”) is entered into as of October 22, 2009 but effective as of July 3, 2009, by and between M&I MARSHALL & ILSLEY BANK (the “Bank”), and MIDWEST BANC HOLDINGS, INC., a Delaware corporation and bank holding company (“Borrower”).
FORM OF STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • February 8th, 2006 • Midwest Banc Holdings Inc • National commercial banks • Illinois
STOCKHOLDER VOTING AGREEMENT, dated as of February 8, 2006 (the “Agreement”), among Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”) and the persons listed on Schedule I hereto (each a “Stockholder” and, collectively, the “Stockholders”).
POST-CLOSING OCCUPANCY AGREEMENTPost-Closing Occupancy Agreement • May 12th, 2008 • Midwest Banc Holdings Inc • National commercial banks • Illinois
THIS POST-CLOSING OCCUPANCY AGREEMENT (the “Agreement”) is made and entered into as of the 28th day of March, 2008 (the “Effective Date”) by and between MIDWEST BANK AND TRUST COMPANY, an Illinois banking corporation (“Seller”) and NMD INVESTMENTS LLC, an Illinois limited liability company (“Purchaser”).
NOTELoan Agreement • April 28th, 2005 • Midwest Banc Holdings Inc • National commercial banks
For Value Received, the undersigned, Midwest Banc Holdings, Inc., a bank holding company incorporated under the laws of the State of Delaware (“Borrower”), promises to pay to the order of Lasalle Bank National Association, a national banking association, or the holder hereof from time to time (“Lender”), at such place as may be designated in writing by Lender, the principal sum of TWENTY-FIVE MILLION AND NO/100THS DOLLARS ($25,000,000.00), or so much thereof as shall be advanced or readvanced with interest thereon as hereinafter provided. It is contemplated that there will be advances and payments under this note (this “Note”) from time to time, but no advances or payments under this Note (including payment in full of the unpaid balance of principal hereof prior to maturity) shall affect or impair the validity or enforceability of this Note as to future advances hereunder. This Note is issued pursuant to the terms of a Loan Agreement of even date herewith by and between Borrower and Le
MIDWEST BANC HOLDINGS, INC. STOCK AND INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 29th, 2005 • Midwest Banc Holdings Inc • National commercial banks
Pursuant to your Restricted Stock Grant Notice (“Grant Notice”) and this Restricted Stock Award Agreement (the “Award Agreement”), Midwest Banc Holdings, Inc. (the “Company”) has granted you Restricted Stock under the Midwest Banc Holdings, Inc. Stock and Incentive Plan (the “Plan”). Defined terms not explicitly defined in this Award Agreement but defined in the Plan shall have the same definitions as in the Plan.
MIDWEST BANC HOLDINGS, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENTSupplemental Executive Retirement Agreement • November 9th, 2006 • Midwest Banc Holdings Inc • National commercial banks • Illinois
THIS AGREEMENT made as of the day of (the “Effective Date”), by and between Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned executive (the “Executive”).
TRANSITIONAL EMPLOYMENT AGREEMENTTransitional Employment Agreement • October 1st, 2007 • Midwest Banc Holdings Inc • National commercial banks • Illinois
This Transitional Employment Agreement (“Agreement”) is made as of this ___ day of _________, by and between Midwest Banc Holdings, Inc. (the “Employer”) and the undersigned executive officer (the “Executive”).
LEASE CROSSINGS COMMERCIAL LLC, an Illinois limited liability company, Landlord, and Midwest Bank and Trust Company, TenantLease • November 9th, 2006 • Midwest Banc Holdings Inc • National commercial banks
The Reference Page information is incorporated into and made a part of the Lease. In the event of any conflict between any Reference Page information and the Lease, the Lease shall control. This Lease includes Exhibits A through D, all of which are made a part of this Lease.
RE: Agreement and Plan of Merger dated as of March 22, 2007 between Midwest Banc Holdings, Inc. and Northwest Suburban Bancorp., Inc.Midwest Banc Holdings Inc • May 25th, 2007 • National commercial banks
You have requested that we provide you with our opinion regarding certain material United States federal income tax consequences of the proposed merger of Northwest Suburban Bancorp., Inc. (“Northwest”), a Delaware corporation, with and into Midwest Banc Holdings, Inc. (“Midwest Banc”), a Delaware corporation, (the “Merger”), pursuant to the Agreement and Plan of Merger between Midwest Banc Holdings, Inc. and Northwest Suburban Bancorp., Inc., dated as of March 22, 2007 (the “Agreement”). Each capitalized term used herein, unless otherwise defined, has the meaning set forth in the Agreement.
FIRST AMENDMENT TO REAL ESTATE PURCHASE AGREEMENTReal Estate Purchase Agreement • May 12th, 2008 • Midwest Banc Holdings Inc • National commercial banks
THIS FIRST AMENDMENT TO REAL ESTATE SALES CONTRACT (this “Amendment”) is made as of this 26th day of March, 2008 by and between Midwest Bank and Trust Company, an Illinois banking corporation (“Seller”), and NMD Investments LLC, an Illinois limited liability company (“Purchaser”).
STOCK PURCHASE AGREEMENT BETWEEN MIDWEST BANC HOLDINGS, INC. AND WESTERN ILLINOIS BANCSHARES, INC. May 31, 2005Stock Purchase Agreement • June 1st, 2005 • Midwest Banc Holdings Inc • National commercial banks • Illinois
STOCK PURCHASE AGREEMENT, dated as of May 31, 2005 (this “Agreement”), by and between MIDWEST BANC HOLDINGS, INC., a Delaware corporation (“Seller”), and WESTERN ILLINOIS BANCSHARES, INC., an Iowa corporation (“Purchaser”).
FORM OF STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • March 23rd, 2007 • Midwest Banc Holdings Inc • National commercial banks • Illinois
STOCKHOLDER VOTING AGREEMENT, dated as of March 22, 2007 (the “Agreement”), among Midwest Banc Holdings, Inc., a Delaware corporation (the “Company”) and the persons listed on Schedule I hereto (each a “Stockholder” and, collectively, the “Stockholders”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2006 • Midwest Banc Holdings Inc • National commercial banks
This Amendment No. 1 to Employment Agreement is made and entered into as of the 1st day of January, 2006, by and among Midwest Banc Holdings, Inc. (the “Company”), Midwest Bank and Trust Company (the “Amendment”) (the “Bank” and together with the Company “Employer”) and James J. Giancola (“Executive”).
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 29th, 2005 • Midwest Banc Holdings Inc • National commercial banks
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT, dated as of August 22, 2005 (this “Amendment”), by and between MIDWEST BANC HOLDINGS, INC., a Delaware corporation (“Seller”), and WESTERN ILLINOIS BANCSHARES, INC., an Iowa corporation (“Purchaser”).
Written Agreement by and among: ) MIDWEST BANC HOLDINGS, INC. ) Melrose Park, Illinois ) Docket Nos. 03-031-WA/RB-HC ) 03-031-WA/RB-SM MIDWEST BANK AND TRUST ) COMPANY ) OBRE No. 2004-BBTC-22 Elmwood Park, Illinois ) FEDERAL RESERVE BANK OF ) CHICAGO...Midwest Banc Holdings Inc • March 16th, 2004 • National commercial banks
WHEREAS, in recognition of their common goal to strengthen the risk management practices of Midwest Banc Holdings, Inc., Melrose Park, Illinois (“Midwest Banc”), a registered bank holding company, and its subsidiary bank, the Midwest Bank and Trust Company, Elmwood Park, Illinois (the “Bank”), a state chartered bank that is a member of the Federal Reserve System and is subject to regulation and examination by the Commissioner of Banks and Real Estate of the State of Illinois (the “Commissioner”) pursuant to section 48 of the Illinois Banking Act, and in recognition of Midwest Banc’s and the Bank’s steps to address deficiencies, Midwest Banc, the Bank, the Federal Reserve Bank of Chicago (the “Reserve Bank”), and the
