Newmil Bancorp Inc Sample Contracts

INDEX
Rights Agreement • March 29th, 2002 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut
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Exhibit C ---------
Stockholder Agreement • September 13th, 2000 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Delaware
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • November 8th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Amended and Restated Change in Control Agreement (the “Agreement”) is entered into as of this 6 day of October, 2004, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter “NewMil Bancorp”), and B. Ian McMahon (the “Executive”).

Change in Control Agreement
Change in Control Agreement • March 13th, 2006 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Change in Control Agreement (the “Agreement”) is entered into as of this 27th day of December, 2005 by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter “NewMil Bancorp”), and June Walker, Senior Vice President of NewMil Bank (the “Executive”).

NEWMIL BANK GROUP TERM CARVE OUT PLAN
Group Term Carve Out Plan • March 29th, 2002 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut
CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • December 23rd, 2005 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Change in Control Agreement (this “Agreement”) is entered into as of this 20th day of December, 2005 by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter “NewMil Bancorp”), and B. Ian McMahon, Executive Vice President and Chief Financial Officer of NewMil Bank (the “Executive”).

NEWMIL BANK SECOND AMENDED AND RESTATED SALARY CONTINUATION AGREEMENT
Salary Continuation Agreement • December 23rd, 2005 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Second Amended and Restated Salary Continuation Agreement (this “Agreement”) is entered into as of this 20th day of December, 2005, by and between NewMil Bank, a Connecticut-chartered savings bank (the “Bank”), and Francis J. Wiatr, President and Chief Executive Officer of NewMil Bancorp, Inc. and the Bank (the “Executive”).

NEWMIL BANK SECOND AMENDED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • December 23rd, 2005 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Second Amended Director Deferred Compensation Agreement (this “Amended Agreement”) is made as of this 20th day of December, 2005, by and between NewMil Bank, a Connecticut-chartered savings bank (the “Bank”), and Anthony M. Rizzo Sr., a director of the Bank (the “Director”).

NewMil Bank Director Split Dollar Agreement
Director Split Dollar Agreement • March 29th, 2002 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG NEWMIL BANCORP, INC., NEW MILFORD SAVINGS BANK
Merger Agreement • July 3rd, 2000 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Delaware
NEWMIL BANK AMENDED DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

THIS AMENDED DIRECTOR DEFERRED COMPENSATION AGREEMENT (this “Amended Agreement”) is made as of this 23 day of January 2002, by and between NewMil Bank, a Connecticut-chartered, FDIC-insured savings bank located in New Milford, Connecticut (the “Bank”), and Paul N. Jaber (the “Director”).

NEWMIL BANK DIRECTOR DEFERRED COMPENSATION AGREEMENT
Director Deferred Compensation Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

THIS DIRECTOR DEFERRED COMPENSATION AGREEMENT (this “Agreement”) is made as of this 23 day of January 2002, by and between NewMil Bank, a Connecticut-chartered, FDIC-insured savings bank located in New Milford, Connecticut (the “Bank”), and Kevin L. Dumas (the “Director”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

This Change in Control Agreement (the “Agreement”) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter “NewMil Bancorp”), and Betty F. Pacocha (the “Executive”).

NEWMIL BANK SALARY CONTINUATION AGREEMENT
Salary Continuation Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

THIS SALARY CONTINUATION AGREEMENT is entered into as of this day of , 2002, by and between NewMil Bank, a Connecticut-chartered, FDIC-insured savings bank with its main office in New Milford, Connecticut (the “Bank”), and Thomas W. Grant, Senior Vice President of NewMil Bank (the “Executive”).

NEWMIL BANK SALARY CONTINUATION AGREEMENT
Salary Continuation Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

THIS SALARY CONTINUATION AGREEMENT is entered into as of this 1st day of January, 2002, by and between NewMil Bank, a Connecticut-chartered, FDIC-insured savings bank with its main office in New Milford, Connecticut (the “Bank”), and Diane Farrell, Senior Vice President of NewMil Bank (the “Executive”).

SECOND AMENDMENT OF EMPLOYMENT AGREEMENT
Employment Agreement • December 23rd, 2005 • Newmil Bancorp Inc • Savings institutions, not federally chartered

This Second Amendment of Employment Agreement (this “Amendment”) is dated as of this 20th day of December, 2005 by and between Francis J. Wiatr, President and Chief Executive Officer (the “Executive”) of NewMil Bancorp, Inc., a Delaware corporation (“NewMil Bancorp”), and NewMil Bank, a Connecticut-chartered savings bank and wholly owned subsidiary of NewMil Bancorp (the “Bank”).

AMENDMENT OF EMPLOYMENT AGREEMENT
Employment Agreement • February 24th, 2005 • Newmil Bancorp Inc • Savings institutions, not federally chartered

This AMENDMENT OF EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of this 23rd day of February, 2005 by and between Francis J. Wiatr, President and Chief Executive Officer (the “Executive”) of NewMil Bancorp, Inc., a Delaware corporation (“NewMil Bancorp”), and NewMil Bank, a Connecticut-chartered savings bank and wholly owned subsidiary of NewMil Bancorp (the “Bank”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG NEWMIL BANCORP, INC., NEW MILFORD SAVINGS BANK
Merger Agreement • June 9th, 2000 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Delaware
EXHIBIT 2.2 THE TRANSFER OF THIS AGREEMENT IS SUBJECT TO CERTAIN ---------------------------------------------------- PROVISIONS CONTAINED HEREIN ---------------------------
Option Agreement • July 3rd, 2000 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Delaware
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AGREEMENT AND PLAN OF MERGER BY AND BETWEEN WEBSTER FINANCIAL CORPORATION AND NEWMIL BANCORP, INC. DATED AS OF April 24, 2006
Merger Agreement • April 25th, 2006 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of April 24, 2006 (this “Agreement”), is entered into by and between Webster Financial Corporation, a Delaware corporation (“Webster”), and NewMil Bancorp, Inc., a Delaware corporation (“NewMil").

EXHIBIT 10.2 EMPLOYMENT AGREEMENT
Employment Agreement • March 29th, 2002 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut
NEWMIL BANK SALARY CONTINUATION AGREEMENT
Salary Continuation Agreement • March 11th, 2004 • Newmil Bancorp Inc • Savings institutions, not federally chartered • Connecticut

THIS SALARY CONTINUATION AGREEMENT is entered into as of this 1st day of January, 2002, by and between NewMil Bank, a Connecticut-chartered, FDIC-insured savings bank with its main office in New Milford, Connecticut (the “Bank”), and Terrence J. Shannon, Senior Vice President of NewMil Bank (the “Executive”).

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