and THE BANK OF NEW YORK, AS TRUSTEESupplemental Indenture • November 2nd, 1998 • Republic Security Financial Corp • Savings institution, federally chartered • New York
WITNESSETHRights Agreement • December 21st, 2000 • Republic Security Financial Corp • Savings institution, federally chartered
REPUBLIC SECURITY FINANCIAL CORPORATION NONQUALIFIED STOCK OPTION AGREEMENT This Agreement is made and entered into as of May 31, 1995 by and between RUDY E. SCHUPP ("Optionee") and REPUBLIC SECURITY FINANCIAL CORPORATION, a Florida corporation (the...Nonqualified Stock Option Agreement • September 22nd, 1995 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 1 REPUBLIC SECURITY FINANCIAL CORPORATION (a Florida corporation) _________ SHARES OF COMMON STOCK ________ SHARES OF ___% CUMULATIVE CONVERTIBLE PREFERRED STOCK, SERIES C UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 1995 • Republic Security Financial Corp • Savings institution, federally chartered • New Jersey
EXHIBIT 10.12 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of ___________, 1999 by and between RS MARITIME CORPORATION (D/B/A FIRST NEW ENGLAND FINANCIAL), a business corporation organized and operating...Employment Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
AMENDMENT NO. 1Agreement and Plan of Merger • September 3rd, 1998 • Republic Security Financial Corp • Savings institution, federally chartered • Delaware
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 22nd, 1995 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • April 2nd, 1998 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
WITNESSETH:Employment Agreement • October 21st, 1997 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMONG THE COMPANY, REPUBLIC SECURITY BANK AND RICHARD J. HASKINS AS DATED JANUARY 27, 1999 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the...Employment Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
AGREEMENT AND PLAN OF MERGER by and among REPUBLIC SECURITY FINANCIAL CORPORATION, REPUBLIC SECURITY BANK, COUNTY FINANCIAL CORPORATIONMerger Agreement • August 15th, 1997 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of November 17, 1999 by and among Republic Security Financial Corporation, a business corporation...Employment Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
INTRODUCTIONDirector Retirement Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
AGREEMENT FORPurchase Agreement • October 11th, 1995 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.4 EMPLOYMENT AGREEMENT AMONG THE COMPANY, REPUBLIC SECURITY BANK AND J. DUNHAM AS DATED FEBRUARY 26, 1999 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of February 26, 1999 by and among...Employment Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.10 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of January 10, 2000 by and between REPUBLIC SECURITY BANK, a commercial bank organized and operating under the laws of the State of Florida and...Employment Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
WITNESSETH:Supplemental Executive Retirement Plan Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
LIFE INSURANCEEndorsement Method Split Dollar Plan Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMONG THE COMPANY, REPUBLIC SECURITY BANK AND RUDY E. SCHUPP AS DATED JANUARY 1, 1999 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is...Employment Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.11 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of January 10, 2000 by and between REPUBLIC SECURITY BANK, a commercial bank organized and operating under the laws of the State of Florida and...Employment Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.9 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of February 23, 2000 by and among REPUBLIC SECURITY FINANCIAL CORPORATION, a business corporation organized and operating under the laws of the...Employment Agreement • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.15 FORM OF AMENDED AND RESTATED STOCK APPRECIATION RIGHTS AGREEMENT DATED AS OF JUNE 24, 1998 BY AND BETWEEN THE COMPANY AND EACH OF GEARL GORE, LENNART LINDAHL, JR., RICHARD RATHKE, WILLIAM SPITZNAGEL, DR. BRUCE WIITA, AND WILLIAM WOLFSON...Stock Appreciation Rights Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
WITNESSETH:Change of Control Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of January 7, 1997, by and among REPUBLIC SECURITY BANK, a Florida state bank (the "Bank"), and CAROL R. OWEN ("Executive").Employment Agreement • April 9th, 1997 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.13 AMENDED AND RESTATED STOCK APPRECIATION RIGHTS AGREEMENT DATED AS OF JUNE 24, 1998 BY AND BETWEEN THE COMPANY AND RUDY E. SCHUPP (FILED HEREWITH) REPUBLIC SECURITY FINANCIAL CORPORATION AMENDED AND RESTATED STOCK APPRECIATION RIGHTS...Stock Appreciation Rights Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
AGREEMENTDirector Indexed Fee Continuation Plan • March 23rd, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.3 EMPLOYMENT AGREEMENT AMONG THE COMPANY, REPUBLIC SECURITY BANK AND R. MICHAEL STRICKLAND AS DATED FEBRUARY 16, 1999 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of February 16, 1999 by and...Employment Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 10.14 AMENDED AND RESTATED STOCK APPRECIATION RIGHTS AGREEMENT DATED AS OF JUNE 24, 1998 BY AND BETWEEN THE COMPANY AND RICHARD J. HASKINS (FILED HEREWITH) REPUBLIC SECURITY FINANCIAL CORPORATION AMENDED AND RESTATED STOCK APPRECIATION RIGHTS...Stock Appreciation Rights Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 8 October 21, 1997 Republic Security Financial Corporation 4400 Congress Avenue West Palm Beach, Florida 33407 Gentlemen: This opinion is being delivered to you in connection with the Agreement and Plan of Merger dated as of August 8, 1997...Merger Agreement • October 21st, 1997 • Republic Security Financial Corp • Savings institution, federally chartered
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND BETWEEN REPUBLIC SECURITY FINANCIAL CORPORATIONMerger Agreement • November 8th, 2000 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
WITNESSETH:Supplemental Executive Retirement Plan Agreement • March 25th, 1999 • Republic Security Financial Corp • Savings institution, federally chartered • Florida
EXHIBIT 99.2 REPUBLIC SECURITY FINANCIAL CORPORATION 450 South Australian Avenue West Palm Beach, Florida 33401 October 29, 2000 Attention: Ladies and Gentlemen: We refer to the Agreement and Plan of Merger (the "Agreement") of even date herewith...Merger Agreement • November 8th, 2000 • Republic Security Financial Corp • Savings institution, federally chartered
