Bancorp Rhode Island Inc Sample Contracts

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EXHIBIT 1 JOINT FILING AGREEMENT AMONG FRIEDMAN, BILLINGS, RAMSEY GROUP, INC., ERIC F. BILLINGS, AND EMANUEL J. FRIEDMAN WHEREAS, in accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934 (the "Act"), only one joint statement and...
Joint Filing Agreement • February 17th, 2004 • Bancorp Rhode Island Inc • National commercial banks

WHEREAS, in accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934 (the "Act"), only one joint statement and any amendments thereto need to be filed whenever one or more persons are required to file such a statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such statement or amendments thereto is filed on behalf of each of them;

FORM OF BANK RHODE ISLAND SPLIT DOLLAR AGREEMENT
Dollar Agreement • May 15th, 2002 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island
Warrant No. 1 No. of Common Shares: 136,315
Bancorp Rhode Island Inc • March 23rd, 2000 • Rhode Island
ARTICLE I THE MERGER
Plan of Reorganization and Merger Agreement • March 23rd, 2000 • Bancorp Rhode Island Inc • Rhode Island
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is between Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island with its executive offices located at One Turks Head Place, Providence, Rhode Island 02903 (the “Bank”), Bancorp Rhode Island, Inc., a corporation organized under the laws of the State of Rhode Island and sole shareholder of the Bank (the “Company”), and Robert H. Wischnowsky of 3 Catalpa Way, Coventry, Rhode Island 02816 (the “Executive”).

AGREEMENT AND PLAN OF MERGER by and between BROOKLINE BANCORP, INC. and BANCORP RHODE ISLAND, INC. Dated as of April 19, 2011
Agreement and Plan of Merger • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

AGREEMENT AND PLAN OF MERGER, dated as of April 19, 2011 (this "Agreement"), by and between Brookline Bancorp, Inc., a Delaware corporation ("Buyer"), and Bancorp Rhode Island, Inc., a Rhode Island corporation (the "Company").

VOTING AGREEMENT
Voting Agreement • April 29th, 2011 • Bancorp Rhode Island Inc • National commercial banks • Massachusetts

VOTING AGREEMENT (“Agreement”), dated as of April 19, 2011, by and between Brookline Bancorp, Inc., a Delaware corporation (“Buyer”), and the undersigned holder (“Shareholder”) of common stock, par value $0.01 per share (“Common Stock”), of Bancorp Rhode Island, Inc., a Rhode Island corporation (the “Company”).

FIRST AMENDMENT TO THE EXECUTIVE EMPLOYMENT AGREEMENT BETWEEN BANK RHODE ISLAND, BANCORP RHODE ISLAND, INC. and MARK J. MEIKLEJOHN
Employment Agreement • March 15th, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

THIS First Amendment to the Executive Employment Agreement (this “First Amendment”), dated as of December 20, 2010 is by and among Bank Rhode Island (the “Bank”), Bancorp Rhode Island, Inc. (the “Company”) and Mark J. Meiklejohn (“Executive”).

CHANGE IN CONTROL SEVERANCE AGREEMENT
Control Severance Agreement • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this "Agreement") is between Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island (the "Bank") and wholly owned subsidiary of Bancorp Rhode Island, Inc. (the "Company"), and Tiffany Sy (the "Executive").

JOINT FILING AGREEMENT
Joint Filing Agreement • July 12th, 2011 • Bancorp Rhode Island Inc • National commercial banks

The undersigned hereby agree that the foregoing statement on Schedule 13D and any amendments thereto may be filed on behalf of each of them.

STANDSTILL AGREEMENT
Standstill Agreement • March 12th, 2009 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 8th, 2008 • Bancorp Rhode Island Inc • National commercial banks

THIS EMPLOYMENT AGREEMENT (the "Agreement") is between Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island with its executive offices located at One Turks Head Place, Providence, Rhode Island 02903 (the "Bank"), Bancorp Rhode Island, Inc., a corporation organized under the laws of the State of Rhode Island and sole shareholder of the Bank (the "Company") and Mark J. Meiklejohn of Kingston, Rhode Island (the "Executive").

December 15, 2008 [Name] [Address] Dear __________________:
Securities Purchase Agreement • December 22nd, 2008 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) on December 19, 2008 (the “Closing Date”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

BANCORP RHODE ISLAND, INC. (a Rhode Island corporation) 632,500 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 28th, 2005 • Bancorp Rhode Island Inc • National commercial banks • New York

of any state other than Rhode Island. Accordingly, we express no opinion as to the laws of any state or jurisdiction other than the laws of the United States and the State of Rhode Island.

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December 15, 2008 Merrill W. Sherman Providence, Rhode Island 02906 Dear Ms. Sherman:
Securities Purchase Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) on December 19, 2008 (the “Closing Date”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 9th, 2006 • Bancorp Rhode Island Inc • National commercial banks

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the “Agreement”) is between Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island with its executive offices located at One Turks Head Place, Providence, Rhode Island 02903 (the “Bank”), Bancorp Rhode Island, Inc., a corporation organized under the laws of the State of Rhode Island and sole shareholder of the Bank (the “Company”) and James V. DeRentis of 48 Laurel Avenue, Providence, Rhode Island 02906 (the “Executive”).

SECOND AMENDMENT TO THE EXECUTIVE EMPLOYMENT AGREEMENT BETWEEN BANK RHODE ISLAND, BANCORP RHODE ISLAND, INC. and MERRILL W. SHERMAN
Employment Agreement • March 15th, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

THIS Second Amendment to the Executive Employment Agreement (this “Second Amendment”), dated as of December 20, 2010 is by and among Bank Rhode Island (the “Bank”), Bancorp Rhode Island, Inc. (the “Company”) and Merrill W. Sherman (“Executive”).

December 15, 2008 Linda H. Simmons South Dartmouth, Massachusetts 02748 Dear Ms. Simmons:
Securities Purchase Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) on December 19, 2008 (the “Closing Date”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

BANK RHODE ISLAND SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN As Amended and Restated
Trust Agreement • March 10th, 2008 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island
December 15, 2008 Mark J. Meiklejohn Kingston, Rhode Island 02881 Dear Mr. Meiklejohn:
Securities Purchase Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) on December 19, 2008 (the “Closing Date”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

RELEASE, CONSULTING AND NON-COMPETITION AGREEMENT
Consulting and Non-Competition Agreement • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

This Release, Consulting and Noncompetition Agreement (this "Agreement") is entered into as of April 19, 2011, by and between Brookline Bancorp, Inc., a Delaware corporation ("Buyer"), Bancorp Rhode Island, Inc., a Rhode Island corporation (the "Company"), Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island (the "Bank"), and Merrill W. Sherman (the "Consultant").

AGREEMENT
Agreement • May 15th, 2002 • Bancorp Rhode Island Inc • National commercial banks
BANK RHODE ISLAND SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN As Amended and Restated
Trust Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island
December 15, 2008 James V. DeRentis Providence, Rhode Island 02903 Dear Mr. DeRentis:
Securities Purchase Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) on December 19, 2008 (the “Closing Date”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

December 15, 2008 Robert H. Wischnowsky Coventry, Rhode Island 02816 Dear Mr. Wischnowsky:
Securities Purchase Agreement • March 16th, 2009 • Bancorp Rhode Island Inc • National commercial banks

Bancorp Rhode Island, Inc. (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

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