COLONIAL FINANCIAL SERVICES, INC. (a Maryland-chartered Stock Corporation) Up to 3,105,000 Shares (Subject to Increase Up to 3,570,750 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share FORM OF AGENCY AGREEMENTAgency Agreement • May 7th, 2010 • Colonial Financial Services, Inc. • Savings institution, federally chartered • Maryland
CONFIDENTIALColonial Financial Services, Inc. • March 17th, 2010
Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”) is pleased to submit this letter agreement setting forth the terms of the proposed engagement of Stifel Nicolaus as data processing records management agent (the “Records Agent”) for Colonial Bank, FSB (the “Bank”) in connection with the proposed mutual-to-stock conversion of the MHC (as defined below) (the “Conversion”) and the concurrent sale of common stock of a new stock holding company (the “Stock Company”) to be formed in connection with the Conversion representing the ownership interest in the Mid-Tier (as defined below) currently owned by the MHC (as defined below).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 11th, 2014 • Colonial Financial Services, Inc. • Savings institution, federally chartered • Maryland
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 10, 2014, is by and between Cape Bancorp, Inc., a Maryland corporation (“Cape Bancorp”) and Colonial Financial Services, Inc., a Maryland corporation (“Colonial Financial”). Each of Cape Bancorp and Colonial Financial is sometimes individually referred to herein as a “party,” and Cape Bancorp and Colonial Financial are collectively sometimes referred to as the “parties.”
Performance-based Restricted Stock Award Granted by COLONIAL FINANCIAL SERVICES, INC. under the COLONIAL FINANCIAL SERVICES, INC.Restricted Stock Award • March 29th, 2012 • Colonial Financial Services, Inc. • Savings institution, federally chartered
This Restricted Stock Award Agreement (the “Restricted Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the 2011 Equity Incentive Plan (the “Plan”) of Colonial Financial Services, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined w
Restricted Stock Award Granted by COLONIAL FINANCIAL SERVICES, INC. under the COLONIAL FINANCIAL SERVICES, INC.Restricted Stock Award • March 29th, 2012 • Colonial Financial Services, Inc. • Savings institution, federally chartered
This Restricted Stock Award Agreement (the “Restricted Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the 2011 Equity Incentive Plan (the “Plan”) of Colonial Financial Services, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined w
AGREEMENT AMONG COLONIAL FINANCIAL SERVICES, INC., COLONIAL BANK, FSB AND JOHN J. BAILEY, LAWRENCE B. SEIDMAN, 2514 MULTI-STRATEGY FUND, LP, BROAD PARK INVESTORS, LLC, CBPS, LLC, LSBK06-08, LLC, SEIDMAN AND ASSOCIATES, LLC, SEIDMAN INVESTMENT...Exhibit 10 • May 20th, 2011 • Colonial Financial Services, Inc. • Savings institution, federally chartered • Maryland
This Agreement is made this 19th day of May, 2011 by and among (i) John J. Bailey (“Bailey”), (ii) Lawrence B. Seidman (“Seidman”), (iii) the Seidman Entities, as that term is defined in paragraph 4(vi), (iv) Colonial Financial Services, Inc. (“Colonial”), having an office at 2745 S. Delsea Drive, Vineland, New Jersey 08360 and (v) Colonial Bank, FSB (“Colonial Bank”), having an office at 2745 S. Delsea Drive, Vineland, New Jersey 08360.
Restricted Stock Award Granted by COLONIAL FINANCIAL SERVICES, INC. under the COLONIAL FINANCIAL SERVICES, INC.Restricted Stock Award • March 29th, 2012 • Colonial Financial Services, Inc. • Savings institution, federally chartered
This Restricted Stock Award Agreement (the “Restricted Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the 2011 Equity Incentive Plan (the “Plan”) of Colonial Financial Services, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined w
AGREEMENT BY AND BETWEEN Colonial Bank FSB Vineland, NJ and The Comptroller of the CurrencyAgreement by and Between • June 5th, 2013 • Colonial Financial Services, Inc. • Savings institution, federally chartered
Colonial Bank FSB, Vineland, NJ (“Bank”) and the Comptroller of the Currency of the United States of America (“Comptroller”) wish to protect the interests of the depositors, other customers, and shareholders of the Bank, and, toward that end, wish the Bank to operate safely and soundly and in accordance with all applicable laws, rules and regulations.
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2014 • Colonial Financial Services, Inc. • Savings institution, federally chartered • New Jersey
This Employment Agreement is made effective as of the 31st day of December, 2013 (the “Effective Date”) by and between Colonial Bank, FSB (the “Bank”), a federally chartered stock savings bank, with its principal administrative office at 2745 S. Delsea Drive, Vineland, New Jersey 08360, and Edward J. Geletka (“Executive”). Any reference to the “Company” shall mean Colonial Financial Services, Inc., a Maryland corporation which owns 100% of the common stock of the Bank.
SETTLEMENT AGREEMENTSettlement Agreement • December 19th, 2013 • Colonial Financial Services, Inc. • Savings institution, federally chartered • New Jersey
RP® FINANCIAL, LC. Serving the Financial Services Industry Since 1988Colonial Financial Services, Inc. • March 17th, 2010
This letter sets forth the agreement between Colonial Bank, FSB, the wholly-owned subsidiary of Colonial Bankshares, Inc. (the “Company”), which in turn is the majority-owned subsidiary of Colonial Bankshares, MHC, Vineland, New Jersey (the “MHC”), and RP® Financial, LC. (“RP Financial”) whereby RP Financial will provide the independent conversion appraisal services in conjunction with the second step conversion transaction by the Company. The scope, timing and fee structure for these appraisal services are described below.
Stock Option Granted by COLONIAL FINANCIAL SERVICES, INC. under the COLONIAL FINANCIAL SERVICES, INC.Stock Option • March 29th, 2012 • Colonial Financial Services, Inc. • Savings institution, federally chartered
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2011 Equity Incentive Plan (the “Plan”) of Colonial Financial Services, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
Stock Option Granted by COLONIAL FINANCIAL SERVICES, INC. under the COLONIAL FINANCIAL SERVICES, INC.Stock Option • March 29th, 2012 • Colonial Financial Services, Inc. • Savings institution, federally chartered
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2011 Equity Incentive Plan (the “Plan”) of Colonial Financial Services, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
