Exhibit 10.5 ------------ CONSULTING AGREEMENT -------------------- THIS CONSULTING AGREEMENT ("Agreement") is made and entered into as of the ___ day of ______________, 2001 by and between COMMUNITY BANK, N.A., a national banking association having...Consulting Agreement • February 5th, 2001 • Community Bank System Inc • National commercial banks • New York
1,200,000 SHARES (PLUS 180,000 SHARES TO COVER OVER-ALLOTMENTS, IF ANY) COMMUNITY BANK SYSTEM, INC. COMMON STOCK, NO PAR VALUE FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 2001 • Community Bank System Inc • National commercial banks • Pennsylvania
Exhibit 10.31 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release ("Agreement") is entered into by and between (i) Community Bank System, Inc. and Community Bank, N.A. (collectively, the "Employer"), and (ii) Michael A. Patton (the...Separation Agreement • January 6th, 2006 • Community Bank System Inc • National commercial banks • New York
EMPLOYMENT AGREEMENT This sets forth an amendment and restatement of the Employment Agreement made effective as of January 1, 1997 between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company, and COMMUNITY BANK,...Employment Agreement • March 30th, 2000 • Community Bank System Inc • National commercial banks • New York
Exhibit 10.21 EMPLOYMENT AGREEMENT This Employment Agreement is between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company, and COMMUNITY BANK, N.A., a national banking association, both having offices located...Employment Agreement • March 15th, 2005 • Community Bank System Inc • National commercial banks • New York
Exhibit 10.22 CHANGE OF CONTROL AGREEMENT This CHANGE OF CONTROL AGREEMENT is dated as of August 20, 2002 between COMMUNITY BANK SYSTEM, INC., a Delaware Corporation and registered bank holding company ("CBSI"), and COMMUNITY BANK, N.A., a...Change of Control Agreement • March 15th, 2005 • Community Bank System Inc • National commercial banks • New York
Exhibit 8.2 ----------- [Dilworth Paxson LLP Letterhead] September 9, 2003 Board of Directors Grange National Banc Corp. 198 E. Tioga Street Tunkhannock, PA 18657 Re: Amended and Restated Agreement and Plan of Merger by and between Grange National...Agreement and Plan of Merger • September 11th, 2003 • Community Bank System Inc • National commercial banks
Exhibit 10.3 EMPLOYMENT AGREEMENT This sets forth the terms of the Employment Agreement made effective as of October 1, 2004 between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company, and COMMUNITY BANK, N.A.,...Employment Agreement • November 8th, 2004 • Community Bank System Inc • National commercial banks • New York
RECITALSVoting Agreement • June 17th, 2003 • Community Bank System Inc • National commercial banks • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and --------- entered into as of February 3, 1997 among COMMUNITY BANK SYSTEM, INC., a Delaware bank holding corporation (the "Company"), COMMUNITY CAPITAL TRUST ------- I, a business trust...Registration Rights Agreement • June 25th, 1997 • Community Bank System Inc • National commercial banks • New York
DECLARATION OF TRUST OF COMMUNITY CAPITAL TRUST IDeclaration of Trust • June 25th, 1997 • Community Bank System Inc • National commercial banks • Delaware
ADDENDUMEmployment Agreement • January 6th, 2006 • Community Bank System Inc • National commercial banks • New York
Exhibit 10.29 EMPLOYMENT AGREEMENT This sets forth the terms of the Employment Agreement made effective as of December 1, 2005 between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company, and COMMUNITY BANK,...Employment Agreement • January 6th, 2006 • Community Bank System Inc • National commercial banks • New York
WITNESSETH:Non-Competition Agreement • March 12th, 2004 • Community Bank System Inc • National commercial banks • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER ("Agreement") is made and entered into as of April 20, 2006, by and between COMMUNITY BANK SYSTEM, INC., a Delaware corporation ("CBSI"), ESL ACQUISITION CORP., a New York...Merger Agreement • April 25th, 2006 • Community Bank System Inc • National commercial banks • New York
Exhibit No. 10.1 CONSULTING AGREEMENT This sets forth the terms of the CONSULTING AGREEMENT ("Agreement") made and entered into as of the 31st day of July, 2006 by and between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank...Consulting Agreement • August 2nd, 2006 • Community Bank System Inc • National commercial banks • New York
GUARANTEE AGREEMENT by and between COMMUNITY BANK SYSTEM, INC. and WILMINGTON TRUST COMPANY Dated as of December 8, 2006Guarantee Agreement • December 12th, 2006 • Community Bank System Inc • National commercial banks • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of December 8, 2006, is executed and delivered by Community Bank System, Inc., a Delaware 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 Community Capital Trust IV, a Delaware statutory trust (the “Issuer”).
RECITALSVoting Agreement • March 12th, 2004 • Community Bank System Inc • National commercial banks • New York
RECITALSVoting Agreement • April 25th, 2006 • Community Bank System Inc • National commercial banks • New York
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 23, 2013 between BANK OF AMERICA, NATIONAL ASSOCIATION and COMMUNITY BANK, NATIONAL ASSOCIATIONPurchase and Assumption Agreement • July 26th, 2013 • COMMUNITY BANK NA, a Subsidiary of Community Bank System Inc. • National commercial banks • New York
This PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 23, 2013 (this “Agreement”), between Bank of America, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Charlotte, North Carolina (“Seller”), and Community Bank, National Association, a national banking association, organized under the laws of the United States, with its principal office located in Canton, New York (“Purchaser”).
ANDMerger Agreement • December 6th, 2000 • Community Bank System Inc • National commercial banks • New York
EMPLOYMENT AGREEMENTEmployment Agreement • May 10th, 2022 • Community Bank System, Inc. • National commercial banks • New York
This sets forth the terms of the Employment Agreement between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered financial holding company (“CBSI”), and COMMUNITY BANK, N.A., a national banking association (“CBNA”), both having offices located in Dewitt, New York (collectively, the “Employer”), and (ii) DIMITAR KARAIVANOV (“Employee”). This Agreement is effective as of March 22, 2021.
Exhibit 2.2 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER ("Agreement") is made and entered into as of August 2, 2006, by and among COMMUNITY BANK SYSTEM, INC., a Delaware corporation ("CBSI"), SENECA ACQUISITION CORP., a New York...Merger Agreement • November 8th, 2006 • Community Bank System Inc • National commercial banks • New York
WITNESSETHSupplemental Retirement Plan Agreement • March 15th, 2005 • Community Bank System Inc • National commercial banks • New York
1,700,000 Shares (plus 255,000 Shares to cover over-allotments, if any) COMMUNITY BANK SYSTEM, INC. Common Stock, $1.00 Par Value PROPOSED FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • September 29th, 2008 • Community Bank System Inc • National commercial banks • Pennsylvania
Community Bank System, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Janney Montgomery Scott LLC, Raymond James & Associates, Inc., and FTN Midwest Securities Corp. are serving as Representatives (the "Representatives"), an aggregate of _________ shares (the “Firm Shares”) of the Company’s common stock, $1.00 par value (the “Common Stock”). If the Representatives are the only firms named in Schedule I hereto, then the terms “Underwriters” and “Representatives,” as used herein, shall each be deemed to refer to such firms.
ContractUnderwriting Agreement • January 27th, 2012 • Community Bank System Inc • National commercial banks • New York
RECITALSConsulting Agreement • October 20th, 2000 • Community Bank System Inc • National commercial banks • New York
ContractMerger Agreement • October 25th, 2010 • Community Bank System Inc • National commercial banks • New York
3 4 contained in the Merger Agreement and such breach would entitle Grantee to terminate the Merger Agreement (whether immediately, upon the giving of notice or passage of time, or both).Stock Option Agreement • December 6th, 2000 • Community Bank System Inc • National commercial banks • New York
ContractAssignment, Purchase and Assumption Agreement • July 24th, 2012 • Community Bank System Inc • National commercial banks • New York
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2022 • Community Bank System, Inc. • National commercial banks • New York
This sets forth the terms of the Employment Agreement made as of January 1, 2022 between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company (“CBSI”), and COMMUNITY BANK, N.A., a national banking association (“CBNA”), both having offices located in Dewitt, New York (collectively, the “Employer”), and (ii) JOSEPH F. SERBUN, an individual currently residing at Syracuse, New York (“Employee”). This Agreement is effective as of January 1, 2022 and supersedes the Employment Agreement between the parties dated January 1, 2019.
PURCHASE AND ASSUMPTION AGREEMENTPurchase and Assumption Agreement • January 20th, 2012 • Community Bank System Inc • National commercial banks • New York
PURCHASE AND ASSUMPTION AGREEMENT BY AND AMONG RBS CITIZENS, NATIONAL ASSOCIATION, COMMUNITY BANK, NATIONAL ASSOCIATION, AND COMMUNITY BANK SYSTEM, INC. June 24, 2008Purchase and Assumption Agreement • June 26th, 2008 • Community Bank System Inc • National commercial banks • New York
This Purchase and Assumption Agreement (“Agreement”) dated as of June 24, 2008 by and among RBS Citizens, National Association, a national banking association with its principal office at One Citizens Plaza, Providence, Rhode Island 02903 (“Seller”), Community Bank, National Association, a national banking association with its principal office at 45-49 Court Street, Canton, New York 13617 (“Purchaser”), and Community Bank System, Inc., a Delaware corporation with its principal office at 5790 Widewaters Parkway, DeWitt, New York 13214 (“Parent”).
SUPPLEMENTAL RETIREMENT PLAN AGREEMENTSupplemental Retirement Plan Agreement • October 1st, 2009 • Community Bank System Inc • National commercial banks • New York
This sets forth the Supplemental Retirement Plan Agreement made effective as of September 29, 2009 between (i) COMMUNITY BANK SYSTEM, INC., a Delaware corporation and registered bank holding company, and COMMUNITY BANK, N.A., a national banking association, both having offices located in Dewitt, New York (collectively, the “Employer”), and (ii) SCOTT A. KINGSLEY, an individual currently residing at Manlius, New York (“Employee”). This Agreement supersedes the Supplemental Retirement Plan Agreement between the parties dated as of August 1, 2006.
AGREEMENT AND PLAN OF MERGER dated as of February 24, 2015 among COMMUNITY BANK SYSTEM, INC. and ONEIDA FINANCIAL CORP.Merger Agreement • February 25th, 2015 • Community Bank System, Inc. • National commercial banks • New York
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of February 24, 2015, by and between COMMUNITY BANK SYSTEM, INC., a Delaware corporation (“CBSI”), and Oneida Financial Corp., a Maryland corporation (“Oneida”).
