EXHIBIT 1.1 CHICOPEE BANCORP, INC. (a Massachusetts Corporation) Up to 8,199,074 Shares (Subject to Increase Up to 9,428,935 Shares) COMMON STOCK (No Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENTAgency Agreement • May 19th, 2006 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • New Jersey
FORM OF RESTRICTED STOCK AWARD AGREEMENT FOR THE CHICOPEE BANCORP, INC. 2007 EQUITY INCENTIVE PLANRestricted Stock Award Agreement • July 9th, 2007 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered
CHICOPEE BANCORP, INC. (a Massachusetts Corporation) Up to 7,453,704 Shares (Subject to Increase Up to 8,571,760 Shares) COMMON STOCK (No Par Value) Subscription Price $10.00 Per Share FORM OF AGENCY AGREEMENTAgency Agreement • May 1st, 2006 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • New York
FORM OF INCENTIVE STOCK OPTION AWARD AGREEMENT FOR THE CHICOPEE BANCORP, INC. 2007 EQUITY INCENTIVE PLANIncentive Stock Option Award Agreement • July 9th, 2007 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered
EMPLOYMENT AGREEMENTEmployment Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This EMPLOYMENT AGREEMENT ("the Agreement") is made and entered into as of April 4, 2016 (the "Effective Date") by and between WESTFIELD BANK, a federally-chartered savings bank having an office at 141 Elm Street, Westfield, Massachusetts 01085 (the "Bank") and WILLIAM J. WAGNER (the "Executive").
FORM OF LOAN AGREEMENTLoan Agreement • March 17th, 2006 • Chicopee Bancorp, Inc. • Massachusetts
THIS LOAN AGREEMENT (“Loan Agreement”) is made and entered into as of the ___ day of _____________________, 200_, by and between the CHICOPEE SAVINGS BANK EMPLOYEE STOCK OWNERSHIP PLAN TRUST (“Borrower”), a trust forming part of the Chicopee Saving Bank Employee Stock Ownership Plan (“ESOP”); and [ ] (“Lender”), a corporation organized and existing under the laws of _______________.
FORM OF NON-STATUTORY STOCK OPTION AWARD AGREEMENT FOR THE CHICOPEE BANCORP, INC. 2007 EQUITY INCENTIVE PLANNon-Statutory Stock Option Award Agreement • July 9th, 2007 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered
EMPLOYMENT AGREEMENTEmployment Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This EMPLOYMENT AGREEMENT ("the Agreement") is made and entered into as of April 4, 2016 (the "Effective Date") by and between WESTFIELD FINANCIAL, INC., a business corporation organized and existing under the laws of the Commonwealth of Massachusetts and having an office at 141 Elm Street, Westfield, Massachusetts 01085 (the "Company") and WILLIAM J. WAGNER (the "Executive").
PROPOSED TRUST AGREEMENT BETWEEN CHICOPEE SAVINGS BANK AND [TRUSTEE] FOR THE CHICOPEE SAVINGS BANK EMPLOYEE STOCK OWNERSHIP PLAN TRUST Effective as of [DATE]Trust Agreement • March 17th, 2006 • Chicopee Bancorp, Inc. • Massachusetts
This TRUST AGREEMENT dated _____________, 2005 BETWEEN, Chicopee Savings Bank, with its administrative office at ______________________ (hereinafter called the “Company”), and [TRUSTEE] with its administrative office at __________________________________ (hereinafter called the “Trustee”).
PROTOTYPE DEFINED CONTRIBUTION PLAN Sponsored By SBERA BASIC PLAN DOCUMENT #01Defined Contribution Plan • May 1st, 2006 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered
THIS DOCUMENT IS COPYRIGHTED UNDER THE LAWS OF THE UNITED STATES. ITS USE, DUPLICATION OR REPRODUCTION, INCLUDING THE USE OF ELECTRONIC MEANS, IS PROHIBITED BY LAW WITHOUT THE EXPRESS CONSENT OF THE AUTHOR.
AMENDED AND RESTATED CHICOPEE BANCORP, INC. THREE-YEAR EMPLOYMENT AGREEMENTThree-Year Employment Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS AGREEMENT (the “Agreement”) originally made on the 19th day of July, 2006, by and between CHICOPEE BANCORP, INC., a Massachusetts chartered corporation (the “Company”), and W. GUY ORMSBY (the “Executive”) is amended and restated in its entirety effective November 20, 2008.
VOTING AGREEMENTVoting Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
VOTING AGREEMENT (“Agreement”), dated as of April 4, 2016, by and between Westfield Financial, Inc., a Massachusetts corporation (“Buyer”), and the undersigned holder (“Shareholder”) of common stock, no par value per share (“Common Stock”), of Chicopee Bancorp, Inc., a Massachusetts corporation (the “Company”).
CHICOPEE SAVINGS BANK CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 17th, 2008 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This AGREEMENT (“Agreement”) is hereby entered into as of July 19, 2006, by and between Chicopee Savings Bank (the “Bank”), a Massachusetts-chartered financial institution, with its principal offices at 70 Center Street Chicopee, Massachusetts 01013 , Maria J.C. Aigner (“Executive”) and Chicopee Bancorp, Inc. (the “Company”), a Massachusetts-chartered corporation and the stock holding company of the Bank, as guarantor.
AMENDED AND RESTATED CHICOPEE SAVINGS BANK THREE-YEAR EMPLOYMENT AGREEMENTThree-Year Employment Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS AGREEMENT (the “Agreement”), originally made on the 19th day of July, 2006, by and between CHICOPEE SAVINGS BANK, a Massachusetts-chartered financial institution (the “Bank”), and WILLIAM J. WAGNER (the “Executive”) is amended and restated in its entirety effective November 20, 2008.
AMENDED AND RESTATED CHICOPEE SAVINGS BANK CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This AGREEMENT (“Agreement”), as amended and restated, is hereby entered into as of November 20, 2008, by and between Chicopee Savings Bank (the “Bank”), a Massachusetts-chartered financial institution, with its principal offices at 70 Center Street Chicopee, Massachusetts 01013 , Russell J. Omer (“Executive”) and Chicopee Bancorp, Inc. (the “Company”), a Massachusetts-chartered corporation and the stock holding company of the Bank, as guarantor.
FIRST AMENDMENT TO AMENDED AND RESTATED CHICOPEE SAVINGS BANK THREE-YEAR EMPLOYMENT AGREEMENTThree-Year Employment Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
First Amendment, dated as of December 31, 2008 (the “Amendment”), to the Amended and Restated Employment Agreement, effective as of July 19, 2006, and subsequently amended and restated effective as of November 20, 2008 (as amended, the “Agreement”), by and between Chicopee Savings Bank (the “Bank”) and William J. Wagner (the “Executive”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
FIRST AMENDMENT TO THE CHICOPEE SAVINGS BANK EXECUTIVE SUPPLEMENTAL RETIREMENT INCOME AGREEMENT DATED SEPTEMBER 28, 1999 FORExecutive Supplemental Retirement Income Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered
THIS FIRST AMENDMENT is adopted this day of , 2008, effective as of January 1, 2005, by and between CHICOPEE SAVINGS BANK, a Massachusetts savings bank (the “Bank”), and [ ] (the “Executive”).
FIRST AMENDMENT TO AMENDED AND RESTATED CHICOPEE BANCORP, INC. THREE-YEAR EMPLOYMENT AGREEMENTThree-Year Employment Agreement • March 13th, 2009 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
First Amendment, dated as of December 31, 2008 (the “Amendment”), to the Amended and Restated Employment Agreement, effective as of July 19, 2006, and subsequently amended and restated effective as of November 20, 2008 (as amended, the “Agreement”), by and between Chicopee Bancorp, Inc. (the “Company”) and W. Guy Ormsby (the “Executive”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
AGREEMENT AND PLAN OF MERGER DATED AS OF APRIL 4, 2016 BY AND BETWEEN WESTFIELD FINANCIAL, INC. AND CHICOPEE BANCORP, INC.Merger Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of April 4, 2016, by and between Westfield Financial, Inc., a Massachusetts corporation (“WFD”), and Chicopee Bancorp, Inc., a Massachusetts corporation (“CBNK”).
FORM OF THREE-YEAR COMPANY EMPLOYMENT AGREEMENTCompany Employment Agreement • May 11th, 2006 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS AGREEMENT (the “Agreement”) made this ____________day of ___________, 2006, by and between CHICOPEE BANCORP, INC., a Massachusetts chartered corporation (the “Company”), and ______________________ (the “Executive”).
SETTLEMENT AGREEMENTSettlement Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This Settlement Agreement (the “Agreement”) is entered into as of April 4, 2016 by and among Guida R. Sajdak (the “Executive”), Westfield Financial, Inc., a bank holding company (“Buyer”), Westfield Bank, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Chicopee Bancorp, Inc., a bank holding company (“Seller”), and Chicopee Savings Bank, a wholly-owned subsidiary of Seller (“Seller Bank”).
CHICOPEE BANCORP, INC. THREE-YEAR EMPLOYMENT AGREEMENTEmployment Agreement • June 22nd, 2010 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on the 18th day of June, 2010, by and between CHICOPEE BANCORP, INC., a Massachusetts chartered corporation (the “Company”), and RUSSELL J. OMER (the “Executive”) effective July 1, 2010 (the “Effective Date”).
CHICOPEE SAVINGS BANK THREE-YEAR EMPLOYMENT AGREEMENTEmployment Agreement • October 29th, 2015 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This Employment Agreement (the “Agreement”) is entered into as of October 28, 2015 (the “Effective Date”), by and between Chicopee Savings Bank, a Massachusetts-chartered financial institution (the “Bank”) and Guida R. Sajdak (the “Executive”). Any reference to the “Company” means Chicopee Bancorp, Inc., the stock holding company of the Bank. The Company is a signatory to this Agreement for the purpose of guaranteeing the Bank’s performance hereunder.
SETTLEMENT AGREEMENTSettlement Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This Settlement Agreement (the “Agreement”) is entered into as of April 4, 2016 by and among Russell J. Omer (the “Executive”), Westfield Financial, Inc., a bank holding company (“Buyer”), Westfield Bank, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Chicopee Bancorp, Inc., a bank holding company (“Seller”), and Chicopee Savings Bank, a wholly-owned subsidiary of Seller (“Seller Bank”).
PROPOSED FORM OF THREE-YEAR EMPLOYMENT AGREEMENTEmployment Agreement • March 17th, 2006 • Chicopee Bancorp, Inc. • Massachusetts
THIS AGREEMENT (the “Agreement”), made this day of , 200 , by and among CHICOPEE SAVINGS BANK, a Massachusetts-chartered financial institution, CHICOPEE BANCORP, INC., a Massachusetts corporation (the “Company”), and (“Executive”).
FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 1st, 2013 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
First Amendment, dated as of February 28, 2013 (the “Amendment”), to the Change in Control Agreement, dated as of June 18, 2010 (as amended, the “Agreement”), by and among Chicopee Savings Bank, Chicopee Bancorp, Inc. and Guida R. Sajdak (the “Executive”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
SETTLEMENT AGREEMENTSettlement Agreement • April 7th, 2016 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This Settlement Agreement (the “Agreement”) is entered into as of April 4, 2016 by and among William J. Wagner (the “Executive”), Westfield Financial, Inc., a bank holding company (“Buyer”), Westfield Bank, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Chicopee Bancorp, Inc., a bank holding company (“Seller”), and Chicopee Savings Bank, a wholly-owned subsidiary of Seller (“Seller Bank”).
Chicopee Savings Bank entered into executive retirement income agreements with Messrs. Wagner, Ormsby and Omer and Ms. Costa which are substantially identical in all material respects (except as noted below) as the attached Form of Executive...Executive Supplemental Retirement Income Agreement • March 17th, 2006 • Chicopee Bancorp, Inc. • Massachusetts
This Executive Supplemental Retirement Income Agreement (the “Agreement), effective as of the 28th day of September, 1999, formalizes the understanding by and between Chicopee Savings Bank (the “Bank”), a Massachusetts Savings Bank, and (hereinafter referred to as “Executive”).
CHICOPEE SAVINGS BANK CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 22nd, 2010 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This CHANGE IN CONTROL AGREEMENT (“Agreement”) is entered into on the 18th day of June, 2010, by and between CHICOPEE SAVINGS BANK (the “Bank”), a Massachusetts-chartered financial institution, with its principal offices at 70 Center Street Chicopee, Massachusetts 01013, GUIDA R. SAJDAK (“Executive”) and CHICOPEE BANCORP, INC. (the “Company”), a Massachusetts-chartered corporation and the stock holding company of the Bank, as guarantor effective July 1, 2010 (the “Effective Date”).
CHICOPEE SAVINGS BANK THREE-YEAR EMPLOYMENT AGREEMENTEmployment Agreement • June 22nd, 2010 • Chicopee Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS EMPLOYMENT AGREEMENT (the “Agreement”), is entered into on the 18th day of June, 2010, by and between CHICOPEE SAVINGS BANK, a Massachusetts-chartered financial institution (the “Bank”), and RUSSELL J. OMER (the “Executive”) effective July 1, 2010 (the “Effective Date”).
