Exhibit 10.15Employment Agreement • August 1st, 2001 • Evans Bancorp Inc • National commercial banks • New York
EXHIBIT 10.22Asset Purchase Agreement • March 28th, 2005 • Evans Bancorp Inc • National commercial banks • New York
EXHIBIT 10.5Guarantee Agreement • November 4th, 2004 • Evans Bancorp Inc • National commercial banks • New York
EXHIBIT 10.6Purchase Agreement • November 4th, 2004 • Evans Bancorp Inc • National commercial banks • New York
EVANS bancORP, inc. Issuer and wilmington trust, National ASsociation Trustee IndentureIndenture • April 8th, 2016 • Evans Bancorp Inc • National commercial banks • New York
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • July 9th, 2020 • Evans Bancorp Inc • National commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of July 9, 2020, and is made by and among Evans Bancorp, Inc., a New York corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 9th, 2020 • Evans Bancorp Inc • National commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of July 9, 2020 and is made by and among Evans Bancorp, Inc. a New York corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
EVANS BANCORP, INC. As Issuer, and UMB BANK, NATIONAL ASSOCIATION As Trustee INDENTURE Dated as of July 9, 2020 6.00% Fixed to Floating Rate Subordinated Notes due 2030Indenture • July 9th, 2020 • Evans Bancorp Inc • National commercial banks • New York
This INDENTURE dated as of July 9, 2020 is between Evans Bancorp, Inc., a New York corporation (the “Company”), and UMB Bank, National Association, a national banking association, as trustee (the “Trustee”).
EXHIBIT 10.15 EVANS NATIONAL BANK SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ARTICLE 1 PARTICIPATION AGREEMENT I, _____________, acknowledge my selection as a Participant in the Evans National Bank Supplemental Executive Retirement Plan in accordance with...Supplemental Executive Retirement Plan • March 28th, 2005 • Evans Bancorp Inc • National commercial banks
EXHIBIT 10.3Employment Agreement • March 30th, 1998 • Evans Bancorp Inc • National commercial banks • New York
EXHIBIT 10.11 EMPLOYMENT AGREEMENT This Agreement made as of the 1st day of September, 2000, by and between M&W AGENCY, INC., hereinafter referred to as the "Employer", EVANS NATIONAL BANK, a national banking corporation with offices at 14-16 North...Employment Agreement • March 29th, 2001 • Evans Bancorp Inc • National commercial banks • New York
EXHIBIT 10.1Investment Service Agreement • May 9th, 2000 • Evans Bancorp Inc • National commercial banks • New York
EVANS bancorp, inc. Issuer and Wilmington Trust, NATIONAL ASSOCIATION Trustee IndentureIndenture • April 8th, 2016 • Evans Bancorp Inc • National commercial banks • New York
1,125,000 Shares EVANS BANCORP, INC. Common Stock, $0.50 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • May 12th, 2010 • Evans Bancorp Inc • National commercial banks • New York
Evans Bancorp, Inc., a New York corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Sandler O’Neill & Partners, L.P. (the “Underwriter”), an aggregate of 1,125,000 shares (the “Firm Shares”) and, at the election of the Underwriter, up to 97,000 additional shares (the “Optional Shares”) of the common stock, par value $0.50 per share (“Common Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
SECOND AMENDMENT AGREEMENTSupplemental Executive Retirement Plan Amendment • March 24th, 2003 • Evans Bancorp Inc • National commercial banks
EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2012 • Evans Bancorp Inc • National commercial banks • New York
This Employment Agreement (the “Agreement”) is made effective as of September 30, 2009 (the “Effective Date”), by and between Evans Bank, N.A. (the “Bank”), Evans Bancorp, Inc. (the “Company”), and Cynthia M. Rich (the “Executive”). Any reference to the “Employer” shall mean both the Company and the Bank.
EVANS BANCORP, INC. 400,000 Shares of Common Stock $0.50 Par Value Per Share Underwriting AgreementUnderwriting Agreement • January 23rd, 2017 • Evans Bancorp Inc • National commercial banks • New York
Evans Bancorp, Inc., a New York corporation (the “Company”), the holding company for Evans Bank, N.A. (the “Bank”), confirms its agreement with Sandler O’Neill + Partners, L.P. (the “Representative”), on behalf of the several underwriters listed on Annex A (together, the “Underwriters”), subject to the terms and conditions stated herein, with respect to (i) the issuance and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 400,000 shares of the Company’s common stock, par value $0.50 per share (the “Initial Shares”) and (ii) the grant by the Company to the Underwriters of the option described in Section 2(b) hereof to purchase all or any part of 60,000 additional shares of the Company’s common stock (the “Option Shares” and, together with the Initial Shares, the “Shares”).
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 9, 2024 BY AND AMONG NBT BANCORP INC., NBT BANK, NATIONAL ASSOCIATION, EVANS BANCORP, INC. AND EVANS BANK, NATIONAL ASSOCIATIONMerger Agreement • September 9th, 2024 • Evans Bancorp Inc • National commercial banks • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of September 9, 2024, by and among NBT Bancorp Inc., a Delaware corporation (“NBT”), NBT Bank, National Association, a federally-chartered national banking association and wholly-owned subsidiary of NBT (“NBT Bank”), Evans Bancorp, Inc., a New York corporation (“Evans”), and Evans Bank, National Association, a federally-chartered national banking association and wholly-owned subsidiary of Evans (“Evans Bank”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • May 20th, 2019 • Evans Bancorp Inc • National commercial banks • New York
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 13th, 2021 • Evans Bancorp Inc • National commercial banks • New York
This Change in Control Agreement (the “Agreement”) is made effective as of August 11, 2021 (the “Effective Date”), by and between Evans Bancorp, Inc. (the “Company”) and Aaron Whitehouse (the “Executive”). References to the “Bank” shall mean Evans Bank, NA, the wholly owned subsidiary of the Company. References to the “Agency” shall mean The Evans Agency, LLC, also a wholly owned subsidiary of the Company.
EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2020 • Evans Bancorp Inc • National commercial banks • New York
This Agreement is made as of the 1st day of July 2018, by and between The Evans Agency, LLC (hereinafter referred to as the “Employer” or “TEA”) and Aaron Whitehouse (hereinafter referred to as the “Executive”), for the employment of Executive by the Employer.
Letter Agreement regarding Insurance Coverage for James TilleyLetter Agreement Regarding Insurance Coverage • August 14th, 2007 • Evans Bancorp Inc • National commercial banks
Pursuant to the First Amendment to the Evans National Bank Executive Life Insurance Plan dated April 26, 2007, James Tilley, former president and chief executive officer of Evans National Bank, participation in the Bank’s Executive Life Insurance Plan, as amended, terminated upon his retirement on April 27, 2007.
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • May 9th, 2024 • Evans Bancorp Inc • National commercial banks • New York
This Amended and Restated Change in Control Agreement (the “Agreement”) is made effective as of May 9, 2024 (the “Effective Date”), by and between Evans Bancorp, Inc. (the “Company”) and [*] (the “Executive”). References to the “Bank” shall mean Evans Bank, NA, the wholly owned subsidiary of the Company.
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONGMerger Agreement • December 20th, 2019 • Evans Bancorp Inc • National commercial banks • Maryland
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 1st, 2023 • Evans Bancorp Inc • National commercial banks • Delaware
THIS AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is entered into as of November 30, 2023, by and among ARTHUR J. GALLAGHER & CO., a Delaware corporation (“Gallagher”), ARTHUR J. GALLAGHER RISK MANAGEMENT SERVICES, LLC, a Delaware limited liability company (“Subsidiary”), THE EVANS AGENCY, LLC, a New York limited liability company (“Seller”), EVANS NATIONAL FINANCIAL SERVICES, LLC, a New York limited liability company (“Evans National”) and EVANS BANCORP, INC., a New York corporation registered as a financial holding company under the Bank Holding Company Act of 1956 (“Evans Bancorp”) (Evans National and Evans Bancorp collectively, the “Members”, and each individually, a “Member”). It is intended that this Amendment shall be a permanent and integral part of the Agreement (as defined below).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT between Evans Bank, N.A., Evans Bancorp, Inc. and David J. NascaEmployment Agreement • September 25th, 2020 • Evans Bancorp Inc • National commercial banks • New York
THIS AGREEMENT is made this 21st day of September __, 2020, by and between by and between Evans Bank, N.A. (the “Bank”), Evans Bancorp, Inc. (the “Company”), and David J. Nasca (the “Executive”). Any reference to the “Employer” shall mean both the Company and the Bank.
EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2007 • Evans Bancorp Inc • National commercial banks
This Employment Agreement (the “Agreement”) is entered into to be effective as of January 1, 2007 (the “Effective Date”), by and between ENB Insurance Agency, Inc., a New York corporation with offices at 16 North Main Street, Angola, New York 14006 (the “ENB Insurance”), and Robert G. Miller, Jr. (the “Employee”) to set forth the terms and conditions under which ENB Insurance shall employ the Employee.
RESTRICTED STOCK AWARD AGREEMENT Granted by EVANS BANCORP, INC. under the EVANS BANCORP, INC. 2009 LONG TERM EQUITY INCENTIVE PLANRestricted Stock Award Agreement • August 4th, 2010 • Evans Bancorp Inc • National commercial banks • New York
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 23rd, 2007 • Evans Bancorp Inc • National commercial banks • New York
This Restricted Stock Agreement (“Agreement”) is made April 19, 2007 (the “Effective Date”) by and between Evans Bancorp, Inc. (the “Company”) and David J. Nasca (the “Executive”).
AGREEMENT AND RELEASEEmployment Agreement • March 3rd, 2016 • Evans Bancorp Inc • National commercial banks • New York
This Agreement and Release (this "Agreement") is entered into as of the 5th day of November, 2015, by and among Evans Bancorp, Inc. (the "Company"), Evans Bank, N.A. (the "Bank") and Gary A. Kajtoch (the "Executive").
EMPLOYMENT AGREEMENTEmployment Agreement • April 23rd, 2007 • Evans Bancorp Inc • National commercial banks
This Employment Agreement (the “Agreement”) is entered into to be effective as of the 5th day of February, 2007 (the “Effective Date”), by and between Evans National Bank, a national banking corporation with offices at 14-16 North Main Street, Angola, New York 14006 (the “Bank”) and Gary A. Kajtoch (the “Employee”) to set forth the terms and conditions under which the Bank shall employ the Employee.
EVANS BANCORP, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • September 30th, 2004 • Evans Bancorp Inc • National commercial banks • New York
An Incentive Stock Option (“Option”) is hereby granted by Evans Bancorp, Inc., a New York Corporation (“Company”), to the employee named below (“Employee”), for and with respect to common stock of the Company, $.50 par value per share (“Common Stock”), subject to the following terms and conditions:
AGREEMENT TO TERMINATE CHANGE IN CONTROL AGREEMENTChange in Control Agreement • November 9th, 2023 • Evans Bancorp Inc • National commercial banks
THIS AGREEMENT TO TERMINATE CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made this 7th day of November, 2023, by and between Evans Bancorp, Inc. (the “Company”) and Aaron Whitehouse (the “Executive”).
EVANS BANCORP, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • September 30th, 2004 • Evans Bancorp Inc • National commercial banks • New York
An Incentive Stock Option (“Option”) is hereby granted by Evans Bancorp, Inc., a New York Corporation (“Company”), to the employee named below (“Employee”), for and with respect to common stock of the Company, $.50 par value per share (“Common Stock”), subject to the following terms and conditions:
VOTING AGREEMENTVoting Agreement • December 20th, 2019 • Evans Bancorp Inc • National commercial banks • New York
This VOTING AGREEMENT, dated as of December 19, 2019 (this “Agreement”), by and among Evans Bancorp, Inc. (“Evans”), a New York corporation, FSB Bancorp, Inc. (“FSB”), a Maryland corporation, and the undersigned stockholder of FSB (the “Stockholder”).
