Tamalpais Bancorp Sample Contracts

EPIC BANCORP
Guarantee Agreement • August 10th, 2007 • Epic Bancorp • State commercial banks • New York
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INDENTURE BY AND BETWEEN San Rafael Bancorp AND Wells Fargo Bank, National Association, AS TRUSTEE FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURES DUE June 30, 2032 EFFECTIVE AS OF June 27, 2002
Indenture • June 10th, 2003 • San Rafael Bancorp • California

THIS INDENTURE, effective as of June 27, 2002, between San Rafael Bancorp, a California corporation (the “Company”) and Wells Fargo Bank, National Association, a national banking association with its principal place of business in the State of Delaware (the “Trustee”);

TRUST PREFERRED SECURITIES GUARANTEE AGREEMENT BY AND BETWEEN San Rafael Bancorp AND Wells Fargo Bank, National Association EFFECTIVE AS OF June 27, 2002
Trust Preferred Securities Guarantee Agreement • June 10th, 2003 • San Rafael Bancorp • California

THIS TRUST PREFERRED SECURITIES GUARANTEE AGREEMENT (this “Trust Preferred Securities Guarantee”), effective as of June 27, 2002, is executed and delivered by San Rafael Bancorp, a California corporation (the “Guarantor”), and Wells Fargo Bank, National Association, as trustee (the “Trust Preferred Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Trust Preferred Securities (as defined herein) of San Rafael Capital Trust I, a Delaware statutory business trust (the “Trust”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 16th, 2009 • Tamalpais Bancorp • State commercial banks • California

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of _________________, 2009, by and between Tamalpais Bank, [a ] (the “Company”) and the undersigned (the “Indemnitee”).

San Rafael Capital Trust I AMENDED AND RESTATED TRUST AGREEMENT AMONG San Rafael Bancorp, AS DEPOSITOR, Wells Fargo Bank, National Association, AS PROPERTY TRUSTEE, Wells Fargo Delaware Trust Company, AS RESIDENT TRUSTEE, AND THE ADMINISTRATIVE...
Trust Agreement • June 10th, 2003 • San Rafael Bancorp • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, effective as of June 27, 2002, among (i) San Rafael Bancorp, a California corporation (including any successors or assigns, the “Depositor”), (ii) Wells Fargo Bank, National Association, a national banking association with its principal place of business in the State of Delaware, as property trustee (the “Property Trustee” and, in its separate individual capacity and not in its capacity as Property Trustee, the “Bank”), (iii) Wells Fargo Delaware Trust Company with its principal place of business in the State of Delaware, as Resident Trustee (the “Resident Trustee,” and, in its separate individual capacity and not in its capacity as Resident Trustee, the “Delaware Bank”) (iv) Kit M. Cole, Mark Garwood and Michael Moulton, each of whose address is c/o San Rafael Bancorp, 851 Irwin Street, San Rafael, California 94901-3343 as administrative trustees (each an “Administrative Trustee” and together the “Administrative Trustees”) (the Property Trustee, t

INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 16th, 2009 • Tamalpais Bancorp • State commercial banks • California

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of _________________, 2009, by and between Tamalpais Bancorp, [a ] (the “Company”) and the undersigned (the “Indemnitee”).

SAN RAFAEL BANCORP AMENDED AND RESTATED EMPLOYEE INCENTIVE STOCK OPTION AND STOCK APPRECIATION RIGHT PLAN
Employee Stock Option Plan • May 18th, 2004 • San Rafael Bancorp • State commercial banks
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Brokerage Agreement • January 15th, 2004 • San Rafael Bancorp • State commercial banks • Pennsylvania

This agreement (the "Agreement") sets forth the terms of the engagement by San Rafael Bancorp, a California corporation (the "Company"), its wholly-owned subsidiary, Tamalpais Bank, a California chartered industrial bank (the "Bank"), Community Bancshares, L.P. (the "Selling Stockholder") and Cohen Bros. & Company ("CB&C"), pursuant to which CB&C will serve as a broker with respect the offering by the Company (the "Offering") of up to 2,000,000 shares of its Common Stock, no par value (the "Shares") to investors, including without limitation, the institutional investors identified on Appendix B hereto (the "Company Investors").

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • May 14th, 2009 • Tamalpais Bancorp • State commercial banks • California

THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made and entered into this 29th day of December, 2008, by and between Tamalpais Bank, a subsidiary of Tamalpais Bancorp (the “Company” or “Employer”) and MARK GARWOOD(the “Executive” or “Employee”):

Contract
Commercial Lease • November 10th, 2005 • Epic Bancorp • State commercial banks • California

INITIAL: Lessee MAIN STREET PROPERTIES P.O. BOX 1043 TIBURON, CALIFORNIA 94920 COMMERCIAL LEASE THIS LEASE is made and entered into on August 1. 2005. by and between LALEH S. ZELINSKY and BARBARA Z. ABRAMS, dba MAIN STREET PROPERTIES, hereinafter referred to as "LESSOR' and TAMALPAIS BANK, hereinafter referred to as "LESSEE". For and in consideration of the terms. conditions, covenants and agreements hereinafter set forth, to be kept and performed by the lessor and Lessee, Lessor hereby leases to Lessee and Lessee hereby bases from Lessor. the premises herein described for the term, al the rental and subject to and upon all d the terms, conditions. covenants and agreements herein set forth. Lessor acknowledges receipt of the following amounts, to be applied as designated, A. First instalment of rent $ 7,000.00 B. Security Deposit: $ 7,000.00 TOTAL: $14,000.00 1. PREMISES DESCRIPTION: The premises leased by this lease (hereinafter "'Premises"), are located in the Town of Tiburon. Mann C

SOLICITOR’S AGREEMENT
Solicitor's Agreement • April 15th, 2010 • Tamalpais Bancorp • State commercial banks • California

THIS SOLICITOR’S AGREEMENT is made as of January, 29, 2010, by and between CSI Capital Management, Inc., a California corporation (“Adviser”), Tamalpais Bancorp, a California corporation (“TB”), and Tamalpais Wealth Advisers, a California corporation (“Solicitor”).

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