LaPorte Bancorp, Inc. Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • July 11th, 2007 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

This Employment Agreement (this “Agreement”) is made effective as of ___________________ (the “Effective Date”), by and between The LaPorte Savings Bank, an Indiana chartered stock savings bank with its principal office in LaPorte, Indiana (the “Bank”) and Lee A. Brady (“Executive”). For purposes of this agreement, any reference to the “Company” shall mean LaPorte 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.

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THE LAPORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT
Supplemental Executive Retirement Agreement • December 29th, 2010 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

THIS AGREEMENT is adopted this 28th day of December, 2010, by and between THE LAPORTE SAVINGS BANK, a state-chartered savings bank located in LaPorte, Indiana (the “Bank”), and Patrick W. Collins (the “Executive”).

THE LAPORTE SAVINGS BANK SPLIT DOLLAR AGREEMENT
Split Dollar Agreement • December 29th, 2010 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

THIS AGREEMENT is adopted this 28 day of December 2010, with an effective date of January 1, 2011 (the “Effective Date”) by and between THE LAPORTE SAVINGS BANK, a state-chartered savings bank located in LaPorte, Indiana (the “Bank”), and Patrick W. Collins (the “Executive”). This Agreement shall append the Split Dollar Endorsement entered into on even date herewith or as subsequently amended, by and between the aforementioned parties.

LAPORTE BANCORP, INC. 3,450,000 Shares (subject to increase to 3,967,500 shares) COMMON SHARES ($0.01 Par Value) Subscription Price $8.00 Per Share AGENCY AGREEMENT August 10, 2012
Agency Agreement • August 16th, 2012 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • New York

LaPorte Bancorp, Inc., a Maryland corporation (the “Company”), The LaPorte Savings Bank, an Indiana-chartered stock savings bank (the “Bank”), LaPorte Bancorp, Inc., a federal corporation, the current mid-tier stock holding company of the Bank (“Mid-Tier”), and LaPorte Savings Bank, MHC, a federally-chartered mutual holding company and the current majority owner of Mid-Tier (the “MHC”), hereby confirm their agreement with Sterne, Agee & Leach, Inc. (the “Agent”) to serve as agent for the Company and to assist the Company in the sale of up to 3,450,000 shares (subject to increase up to 3,967,500 shares) of Common Stock (as defined below) of the Company (the “Offer Shares”) in the Subscription and Community Offerings, and, if necessary, a Syndicated Community Offering, as defined below, as follows:

THIRD AMENDMENT TO THE LAPORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST 1, 2002 AND AMENDED SEPTEMBER 8, 2003 AND FEBRUARY 27, 2004 FOR RUSS KLOSINSKI
Supplemental Executive Retirement Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered

THIS THIRD AMENDMENT is adopted this 23rd day of September, 2008, effective as of January 1, 2005, by and between THE LAPORTE SAVINGS BANK, a state-chartered savings bank located in LaPorte, Indiana (the “Company”), and RUSS KLOSINSKI (the “Executive”).

KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTS
Conversion Valuation Agreement • June 5th, 2007 • LaPorte Bancorp, Inc.

Keller & Company, Inc. (hereinafter referred to as KELLER) hereby proposes to prepare an independent conversion appraisal of La Porte Savings Bank. (“La Porte”), La Porte, Indiana, relating to the stock offering (the “Stock Offering”) of La Porte. KELLER will provide a pro forma valuation of the market value of the shares of La Porte to be sold in connection with the Stock Offering, recognizing the proposed acquisition of City Savings Financial Corp. (“CSFC”), the holding company of City Savings Bank, Michigan City, Indiana.

THE LA PORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT
Supplemental Executive Retirement Agreement • June 5th, 2007 • LaPorte Bancorp, Inc. • Indiana

THIS AGREEMENT is adopted this 1st day of August, 2002, by and between THE LA PORTE SAVINGS BANK, a state-chartered savings bank located in La Porte, Indiana (the “Company”), and (the “Executive”).

FIRST AMENDMENT TO THE LA PORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST, 1, 2002 FOR RUSS KLOSINSKI
Supplemental Executive Retirement Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered

THIS AMENDMENT executed on this 8th day of September, 2003, by and between THE LA PORTE SAVINGS BANK, a state chartered commercial bank located in La Porte, Indiana (the “Company”), and LEE BRADY (the “Executive”).

FIRST AMENDMENT TO DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

First Amendment, dated as of September 23, 2008 (the “Amendment”), to the Deferred Compensation Agreement, dated as of February 27, 1979 (as amended, the “Deferred Compensation Agreement”), by and among The LaPorte Savings Bank (the “Bank”) and Lee A. Brady (the “Employee”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Deferred Compensation Agreement.

DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • June 5th, 2007 • LaPorte Bancorp, Inc. • Indiana

Agreement entered into as of the 27th day of February, 1979, between The LaPorte Savings Bank, a Mutual Savings Bank, having its principal office at 710 Indiana Avenue, LaPorte, Indiana 46350 (hereinafter referred to as the “Bank”) and Lee A. Brady (hereinafter referred to as the “Employee”).

EMPLOYMENT AGREEMENT
Employment Agreement • December 29th, 2010 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • July 12th, 2011 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

Second Amendment (the “Amendment”), to the Employment Agreement, dated as of February 26, 2008 (as amended, the “Agreement”), by and between The LaPorte Savings Bank (the “Bank”) and Michele M. Thompson (the “Executive”) is effective as of July 12, 2011. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.

SECOND AMENDMENT TO THE LA PORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST, 1, 2002 FOR LEE BRADY
Supplemental Executive Retirement Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered

THIS AMENDMENT executed on this 4th day of March, 2004, by and between THE LA PORTE SAVINGS BANK, a state chartered mutual savings bank located in La Porte, Indiana (the “Company”), and LEE BRADY (the “Executive”).

SECOND AMENDMENT TO THE LA PORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST, 1, 2002 FOR RUSS KLOSINSKI
Supplemental Executive Retirement Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered

THIS AMENDMENT executed on this 27th day of February, 2004, by and between THE LA PORTE SAVINGS BANK, a state chartered mutual savings bank located in La Porte, Indiana (the “Company”), and RUSS KLOSINSKI (the “Executive”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG THE LAPORTE SAVINGS BANK AND CITY SAVINGS FINANCIAL CORPORATION AND CITY SAVINGS BANK DATED AS OF MARCH 8, 2007
Merger Agreement • June 5th, 2007 • LaPorte Bancorp, Inc. • Indiana

THIS AGREEMENT AND PLAN OF MERGER, dated as of March 8, 2007, by and among The LaPorte Savings Bank (“LPSB”), an Indiana chartered mutual savings association, City Savings Financial Corporation, an Indiana chartered corporation and savings and loan holding company (“CSFC”), and City Savings Bank, an Indiana chartered savings association and wholly owned subsidiary of CSFC.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

First Amendment, dated as of September 23, 2008 (the “Amendment”), to the Employment Agreement, dated as of February 26, 2008 (as amended, the “Agreement”), by and between The LaPorte Savings Bank (the “Bank”) and Lee A. Brady (the “Executive”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • July 12th, 2011 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

Second Amendment (the “Amendment”), to the Employment Agreement, dated as of February 26, 2008 (as amended, the “Agreement”), by and between The LaPorte Savings Bank (the “Bank”) and Lee A. Brady (the “Executive”) is effective as of July 12, 2011. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.

FIRST AMENDMENT TO THE LA PORTE SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED AUGUST, 1, 2002 FOR LEE BRADY
Supplemental Executive Retirement Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered

THIS AMENDMENT executed on this 9th day of September, 2003, by and between THE LA PORTE SAVINGS BANK, a state chartered commercial bank located in La Porte, Indiana (the “Company”), and LEE BRADY (the “Executive”).

THE LA PORTE SAVINGS BANK GROUP TERM CARVE OUT PLAN
Group Term Carve Out Plan • June 5th, 2007 • LaPorte Bancorp, Inc. • Indiana

THIS PLAN is made and entered into this 1st day of January, 2003, by and between THE LA PORTE SAVINGS BANK, a state-chartered savings bank located in La Porte, Indiana (the “Company”) and the Participant selected to participate in this Plan (the “Participant”).

RP® FINANCIAL, LC. Financial Services Industry Consultants
Financial Advisory Agreement • June 5th, 2007 • LaPorte Bancorp, Inc.

This letter sets forth the agreement between La Porte Savings Bank, La Porte, Indiana (the “Bank”), and RP® Financial, LC. (“RP Financial”), whereby the Bank has engaged RP Financial to provide certain financial advisory and planning services, including the preparation of the regulatory business plan and financial projections to be adopted by the Board of Directors, in conjunction with the reorganization into a mutual holding company (“MHC”) structure and the simultaneous acquisition of City Savings Financial Corp. (“City Savings”), and its wholly-owned subsidiary, City Savings Bank. The acquisition will be partially financed through the issuance of one or more forms of debt or through common stock. In addition, at the Bank’s request, should the Bank subsequently enter into a merger agreement, RP Financial will provide a fairness opinion to the Bank’s Board of Directors regarding the fairness of consideration to be paid to City Savings, taking into account the pro forma impact of the a

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2009 • LaPorte Bancorp, Inc. • Savings institution, federally chartered • Indiana

First Amendment, dated as of September 23, 2008 (the “Amendment”), to the Employment Agreement, dated as of February 26, 2008 (as amended, the “Agreement”), by and between The LaPorte Savings Bank (the “Bank”) and Michele M. Thompson (the “Executive”). Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.

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