OFTrust Agreement • May 24th, 2000 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into on March 29, 2007 by and among Pacific Capital Bank, N.A. ("the Bank") and Pacific Capital Bancorp. ("PCB") and with the Bank hereinafter collectively...Employment Agreement • March 30th, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
GUARANTEE AGREEMENT by and between PACIFIC CAPITAL BANCORP and WILMINGTON TRUST COMPANY Dated as of July 5, 2006Guarantee Agreement • July 12th, 2006 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of July 5, 2006, is executed and delivered by Pacific Capital Bancorp, a California corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Pacific Capital Statutory Trust I, a Delaware statutory trust (the “Issuer”).
EXHIBIT 10.2 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT --------------------------------------- THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the "Amendment") is made and entered into on February 13, 2008, by and between Pacific Capital Bank, N.A. (the...Employment Agreement • February 20th, 2008 • Pacific Capital Bancorp /Ca/ • State commercial banks
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 30th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • Delaware
AGREEMENT, dated as of [•], by and between Pacific Capital Bancorp, a corporation organized under the laws of the State of Delaware (the “Company”), and [•] (the “Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 2nd, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
AGREEMENT, dated as of August 31, 2010, by and between Pacific Capital Bank, National Association, a banking association organized under the laws of the United States of America (the “Bank”), and [ ] (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENT dated as of August 31, 2010 by and between PACIFIC CAPITAL BANCORP and SB ACQUISITION COMPANY LLCRegistration Rights Agreement • September 2nd, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
REGISTRATION RIGHTS AGREEMENT, dated as of August 31, 2010, by and between Pacific Capital Bancorp, a California corporation (the “Company”), and SB Acquisition Company LLC, a Delaware limited liability company (“Purchaser”).
PACIFIC CAPITAL BANCORP RESTRICTED STOCK OPTION AGREEMENT This confirms the grant by Pacific Capital Bancorp (the "Company") of a stock option to the Employee identified below ("Employee") on the terms and conditions set forth below and of the Amended...Restricted Stock Option Agreement • May 17th, 2002 • Pacific Capital Bancorp /Ca/ • State commercial banks
INVESTMENT AGREEMENT dated as of April 29, 2010 among PACIFIC CAPITAL BANCORP, PACIFIC CAPITAL BANK, NATIONAL ASSOCIATION and SB ACQUISITION COMPANY LLCInvestment Agreement • May 4th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
INVESTMENT AGREEMENT, dated as of April 29, 2010 (this “Agreement”), among Pacific Capital Bancorp, a corporation organized under the laws of the State of California (the “Company”), Pacific Capital Bank, National Association, a banking subsidiary of the Company organized under the laws of the United States of America (the “Bank”), and SB Acquisition Company LLC, a Delaware limited liability company (“Purchaser”).
PACIFIC CAPITAL BANCORP RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • June 15th, 2011 • Pacific Capital Bancorp /Ca/ • State commercial banks • Delaware
This Restricted Stock Unit Agreement (“Agreement”) is dated as of , 20 (the “Grant Date”), between Pacific Capital Bancorp, a Delaware corporation (the “Company”) and (“Participant”).
AGREEMENT AND PLAN OF MERGER by and among UNIONBANCAL CORPORATION, PEBBLE MERGER SUB INC. and PACIFIC CAPITAL BANCORP Dated as of March 9, 2012Merger Agreement • March 15th, 2012 • Pacific Capital Bancorp /Ca/ • State commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of March 9, 2012 (this “Agreement”), by and among UnionBanCal Corporation, a Delaware corporation (“Purchaser”), Pebble Merger Sub Inc., a corporation organized under the laws of the State of Delaware and a wholly owned subsidiary of Purchaser (“Merger Sub”) and Pacific Capital Bancorp, a Delaware corporation (the “Company”).
EXCHANGE AGREEMENT by and between PACIFIC CAPITAL BANCORP and THE UNITED STATES DEPARTMENT OF THE TREASURY Dated as of July 26, 2010Exchange Agreement • July 27th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
EXCHANGE AGREEMENT, dated as of July 26, 2010 (this “Agreement”) by and between Pacific Capital Bancorp, a California corporation (the “Company”), and the United States Department of the Treasury (the “Investor”). All capitalized terms used herein and not otherwise defined shall have the respective meanings ascribed to them in the Securities Purchase Agreement.
AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN PACIFIC CAPITAL BANCORP AND PACIFIC CREST CAPITAL, INC. Dated as of October 16, 2003Agreement and Plan of Reorganization • October 17th, 2003 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into as of the 16th day of October, 2003, by and between Pacific Capital Bancorp, a California corporation with its principal offices in Santa Barbara, California (“PCBC”), and Pacific Crest Capital, Inc., a Delaware corporation with its principal offices in Agoura Hills, California (“PCCI”).
FOR THE CHARLES SCHWAB DEFINED CONTRIBUTION PLAN AND TRUST #01401(k) Adoption Agreement • March 28th, 2011 • Pacific Capital Bancorp /Ca/ • State commercial banks
FIRST AMENDED AND RESTATED TRUST AGREEMENT UNDER PACIFIC CAPITAL BANCORP DEFERRED COMPENSATION PLAN October 1, 2000Trust Agreement • March 30th, 2005 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS FIRST AMENDED AND RESTATED TRUST AGREEMENT UNDER PACIFIC CAPITAL BANCORP DEFERRED COMPENSATION PLAN (the “Agreement”) is made and entered into, effective on the date set forth below, by and between PACIFIC CAPITAL BANCORP, a California corporation (“Pacific Capital” or “Employer”, and SANTA BARBARA BANK & TRUST, a California corporation (“Trustee”), with reference to the following facts:
Pacific Capital Bancorp Directors Reload Stock Option AgreementDirectors Reload Stock Option Agreement • March 30th, 2005 • Pacific Capital Bancorp /Ca/ • State commercial banks
This confirms the grant by Pacific Capital Bancorp (the “Company”) of a stock option to the Director identified below (“Optionee”) on the terms and conditions set forth below and of the 1996 Directors Stock Option Plan (the “Plan”), the terms of which are incorporated herein.
RETENTION AGREEMENT AND GENERAL RELEASERetention Agreement • August 9th, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks
THIS RETENTION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and between JOYCE M. CLINTON (hereafter referred to as “Ms. Clinton”) and PACIFIC CAPITAL BANK, N.A. (hereafter referred to as “PCB”) with reference to the following facts:
PACIFIC CAPITAL BANCORP VOLUNTARY EMPLOYEES’ BENEFICIARY ASSOCIATION AMENDMENT NUMBER ONETrust Agreement • March 28th, 2011 • Pacific Capital Bancorp /Ca/ • State commercial banks
WHEREAS, Pacific Capital Bancorp (the “Company”) and Santa Barbara Bank & Trust (the “Trustee”) entered into the 1998 Amended and Restated Trust Agreement of Pacific Capital Bancorp Voluntary Employees’ Beneficiary Association (the “Agreement”) which confirmed the establishment of the Pacific Capital Bancorp Voluntary Employees’ Beneficiary Association (the “Trust”), the Company’s status as sponsor of the Trust, and Santa Barbara Bank & Trust’s status as trustee to the Trust;
PACIFIC CAPITAL BANCORP DIRECTORS’ STOCK OPTION AGREEMENTDirectors’ Stock Option Agreement • August 31st, 2005 • Pacific Capital Bancorp /Ca/ • State commercial banks
This agreement confirms a stock option grant to the Director identified below (“Optionee”) under the Pacific Capital Bancorp 2005 Directors’ Stock Plan (the “Plan”). The terms and conditions of the Plan apply to this award and are incorporated by reference.
OF PACIFIC CAPITAL BANCORP VOLUNTARY EMPLOYEES’ BENEFICIARY ASSOCIATION December 30, 1998Trust Agreement • March 28th, 2011 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS AMENDED AND RESTATED TRUST AGREEMENT (the “Agreement”) is made and entered into, effective on the date set forth below, by and between PACIFIC CAPITAL BANCORP, a California corporation, in its capacity as the sponsor of the Trust created in this Agreement (“Bancorp”), and SANTA BARBARA BANK & TRUST, a California corporation, in its capacity as Trustee of that Trust (the “Trustee”), with reference to the following facts:
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 9th, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of June 19, 2007, by and among LEAF FUNDING, INC., a Delaware corporation, LEAF FINANCIAL CORPORATION, a Delaware corporation, and LEAF COMMERCIAL FINANCE CO., LLC, a Delaware limited liability company (collectively, the “Buyer,” and whose obligations hereunder shall be joint and several); and PACIFIC CAPITAL BANK, N.A., a national banking association (“Seller”). Capitalized terms used, but not defined, in this Agreement shall have the meaning ascribed thereto in Appendix A attached hereto.
AMENDED AND RESTATED EXECUTIVE SALARY CONTINUATION BENEFITS AGREEMENTExecutive Salary Continuation Benefits Agreement • March 1st, 2007 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
This Agreement was originally made and entered into on August 22, 1989, by and between FIRST NATIONAL BANK OF CENTRAL CALIFORNIA, a national banking association (the “Bank”) and CLAYTON C. LARSON (the “Executive”), as modified on June 22, 1994. PACIFIC CAPITAL BANCORP, a California corporation and the sole owner of the Bank(the“Corporation”), and the Executive wish to amend and restate the prior Agreement in its entirety as of September 23, 1997.
Pacific Capital Bancorp Restricted Reload Stock Option AgreementRestricted Reload Stock Option Agreement • March 30th, 2005 • Pacific Capital Bancorp /Ca/ • State commercial banks
This confirms the grant by Pacific Capital Bancorp (the “Company”) of a reload stock option to the Employee identified below (“Employee”) on the terms and conditions set forth below and of the Restricted Stock Option Plan (the “Plan”), the terms of which are incorporated herein.
PACIFIC CAPITAL BANCORP DIRECTORS’ RESTRICTED STOCK AGREEMENTDirectors’ Restricted Stock Agreement • August 31st, 2005 • Pacific Capital Bancorp /Ca/ • State commercial banks
This Restricted Stock Agreement (“Agreement”) confirms the award by Pacific Capital Bancorp (the “Company”) of restricted shares of common stock (“Restricted Stock”) to the member of the Board of Directors of the Company identified below (“Director”) on the terms and conditions set forth below and of the Pacific Capital Bancorp 2005 Directors’ Stock Plan (the “Plan”), the terms of which are incorporated herein.
UNITED STATES OF AMERICA BEFORE THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D.C.Written Agreement • May 12th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 13th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 12, 2010 by and among Pacific Capital Bank, N.A. (the “Bank”) and Pacific Capital Bancorp (“PCB”) on the one hand, and George S. Leis (“Executive”) on the other hand, on the basis of the following.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • November 7th, 2006 • Pacific Capital Bancorp /Ca/ • State commercial banks
THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by and between WILLIAM J. GRIMM (hereafter referred to as “Mr. Grimm”) and PACIFIC CAPITAL BANK, N.A. (hereafter referred to as “PCB”) with reference to the following facts:
August 3, 2010Investment Agreement • August 6th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks
On April 29, 2010, Pacific Capital Bancorp (the “Company”) and its wholly-owned subsidiary, Pacific Capital Bank, National Association (the “Bank”), entered into an investment agreement (the “Investment Agreement”) with SB Acquisition Company LLC (“Ford”), a wholly-owned subsidiary of Ford Financial Fund, L.P., pursuant to which, subject to certain conditions, Ford will invest $500 million in cash in the Company through purchases from the Company of (1) newly issued shares of common stock, no par value, of the Company (the “Common Stock”), at a purchase price of $0.20 per share, and (2) newly issued shares of mandatorily convertible participating voting preferred stock, no par value, having a liquidation preference of $1,000 per share, of the Company (the “Convertible Preferred Stock”), at a purchase price of $1,000 per share (the “Investment”). Under the terms of the Investment Agreement, at the closing of the Investment, the Company will issue to Ford, in consideration of the $500 mi
Pacific Capital Bancorp Restricted Reload Stock Option AgreementRestricted Reload Stock Option Agreement • March 12th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks
This confirms the grant by Pacific Capital Bancorp (the “Company”) of a reload stock option to the Employee identified below (“Employee”) on the terms and conditions set forth below and of the Restricted Stock Option Plan (the “Plan”), the terms of which are incorporated herein.
EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2006 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into at Santa Barbara, California effective as of October 11, 2006, by and among PACIFIC CAPITAL BANCORP (“PCB”), PACIFIC CAPITAL BANK, N.A. (“PCBNA”), and WILLIAM S. THOMAS, JR. (“Mr. Thomas”), with reference to the following facts:
EMPLOYMENT AGREEMENTEmployment Agreement • March 17th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into on March 11 , 2010, by and among Pacific Capital Bank, N.A. (“the Bank”) and Pacific Capital Bancorp. (“PCB”) and with the Bank hereinafter collectively referred to as “the Company”) on the one hand, and George S. Leis (“Executive”) on the other hand, on the basis of the following.
AMENDED AND RESTATED STOCKHOLDERS RIGHTS AGREEMENTStockholders Rights Agreement • May 15th, 2003 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
AMENDED AND RESTATED STOCKHOLDERS RIGHTS AGREEMENT, dated as of April 22, 2003, (this "Agreement"), between Pacific Capital Bancorp, a California corporation (the "Company"), and Mellon Investor Services LLC, a New Jersey limited liability company (the "Rights Agent"), as successor to Norwest Bank Minnesota, N.A., with reference to the following facts.
PURCHASE AND SALE AGREEMENT BY AND AMONG SANTA BARBARA TAX PRODUCTS GROUP, LLC PACIFIC CAPITAL BANK, N.A. AND PACIFIC CAPITAL BANCORP JANUARY 14, 2010Purchase and Sale Agreement • January 15th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
THIS PURCHASE AND SALE AGREEMENT (as amended and restated from time to time in accordance with Section 8.6, this “Agreement“) is made and entered into as of January 14, 2010 by and among Pacific Capital Bank, National Association, a national banking association (“Seller“), Santa Barbara Tax Products Group, LLC, a Delaware limited liability company (“Purchaser“), and Pacific Capital Bancorp, a California corporation (“Holdings“). Each of the foregoing is individually referred to from time to time herein as a “Party“ and collectively as the “Parties.”
November 21, 2008Securities Purchase Agreement • November 26th, 2008 • Pacific Capital Bancorp /Ca/ • State commercial banks • California
BUSINESS TRANSITION AGREEMENTBusiness Transition Agreement • January 15th, 2010 • Pacific Capital Bancorp /Ca/ • State commercial banks • New York
This BUSINESS TRANSITION AGREEMENT, (this “Agreement”), is entered into as of January 14, 2010, by and between Pacific Capital Bank, National Association, a national banking association (“Seller”), and Santa Barbara Tax Products Group, LLC, a Delaware limited liability Purchaser (“Purchaser,” and together with Seller, the “Parties”).
