Ameriana Bancorp Sample Contracts

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FORM OF AMERIANA BANCORP 2006 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Ameriana Bancorp • October 10th, 2006 • Savings institution, federally chartered
AMERIANA BANCORP 1996 STOCK OPTION AND INCENTIVE PLAN COMMITTEE
Stock Option Agreement • June 5th, 1998 • Ameriana Bancorp • Savings institution, federally chartered
AGREEMENT
Agreement • March 30th, 2000 • Ameriana Bancorp • Savings institution, federally chartered • Indiana
AMERIANA BANCORP 1996 STOCK OPTION AND INCENTIVE PLAN AS AMENDED
Stock Option Agreement • June 5th, 1998 • Ameriana Bancorp • Savings institution, federally chartered
AMENDMENT TO THE EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN AGREEMENT
Supplemental Retirement Plan Agreement • March 29th, 2004 • Ameriana Bancorp • Savings institution, federally chartered
EMPLOYMENT AGREEMENT
Employment Agreement • July 22nd, 2015 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS AGREEMENT, made effective as of January 1, 2015 (the “Effective Date”) by and between AMERIANA BANK (“Ameriana” or the “Bank”), with its principal office in New Castle, Indiana, and JEROME J. GASSEN (“Executive”), an individual residing in the State of Indiana.

AMERIANA BANCORP 1996 STOCK OPTION AND INCENTIVE PLAN COMMITTEE
Ameriana Bancorp • June 5th, 1998 • Savings institution, federally chartered
AGREEMENT
Executive Supplemental Retirement Plan Agreement • March 29th, 2001 • Ameriana Bancorp • Savings institution, federally chartered • Indiana
AMERIANA BANK, SB SUPPLEMENTAL RETIREMENT PLAN
Supplemental Retirement Plan • March 30th, 2009 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS SUPPLEMENTAL RETIREMENT PLAN (this “Agreement”) is adopted this 15th day of November, 2008, by and between AMERIANA BANK, SB, a state chartered savings bank located in New Castle, Indiana (the “Bank”), and Ronald R. Pritzke (the “Director”).

STANDSTILL AGREEMENT
Standstill Agreement • March 26th, 2013 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

This Standstill Agreement (this “Agreement”) is made by and between Ameriana Bancorp, on the one hand, and Financial Edge Fund, L.P., Financial Edge - Strategic Fund, L.P., PL Capital/Focused Fund, L.P., Goodbody/PL Capital, L.P., PL Capital, LLC, PL Capital Advisors, LLC, Goodbody/PL Capital, LLC, John W. Palmer and Richard J. Lashley (collectively, the “PL Capital Parties”), on the other hand, on behalf of themselves and their respective affiliates (Ameriana Bancorp and the PL Capital Parties together, collectively, the “Parties”). In consideration of the covenants, promises and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

CHANGE-IN-CONTROL SEVERANCE AGREEMENT
Change-in-Control Severance Agreement • May 12th, 2006 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS AGREEMENT entered into and effective this 6th day of March, 2006, by and between Ameriana Bank and Trust (the “Bank”) and Matthew Branstetter (the “Employee”).

AMERIANA BANK, SB SALARY CONTINUATION PLAN
Ameriana Bancorp • March 30th, 2009 • Savings institution, federally chartered • Indiana

THIS SALARY CONTINUATION PLAN (this “Agreement”) is adopted this 18th day of December, 2008, effective as of January 1, 2008, by and between AMERIANA BANK, SB, a state chartered savings bank located in New Castle, Indiana (the “Bank”), and Timothy G. Clark (the “Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • August 11th, 2005 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS AGREEMENT, made effective as of June 1, 2005, (the “Effective Date”) by and between AMERIANA SAVINGS BANK, F.S.B. (“Ameriana” or the “Bank”), with its principal office in New Castle, Indiana, and JEROME J. GASSEN (“Executive”), an individual residing in the State of Indiana.

AGREEMENT AND PLAN OF REORGANIZATION AND MERGER BETWEEN FIRST MERCHANTS CORPORATION AND AMERIANA BANCORP
Agreement and Plan of Reorganization and Merger • June 29th, 2015 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS AGREEMENT AND PLAN OF REORGANIZATION AND MERGER (the “Agreement”), is entered as of the 26th day of June, 2015, by and between FIRST MERCHANTS CORPORATION, an Indiana corporation (“First Merchants”) and AMERIANA BANCORP, an Indiana corporation (“Ameriana Bancorp”).

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EMPLOYMENT AGREEMENT
Employment Agreement • April 2nd, 2007 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS AGREEMENT made effective as of January 22, 2007, by and between AMERIANA BANK, SB (“Ameriana” or “Bank”), with its principal office in New Castle, Indiana, and John J. Letter (“Executive”), an individual residing in the State of Indiana.

VOTING AGREEMENT
Voting Agreement • June 29th, 2015 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS VOTING AGREEMENT (this “Agreement”) is entered into this day of June, 2015, by and among FIRST MERCHANTS CORPORATION, an Indiana corporation (“First Merchants”), and the undersigned shareholders or optionholders (each, a “Shareholder”, and collectively, the “Shareholders”) of AMERIANA BANCORP, an Indiana corporation (“Ameriana Bancorp”).

AMERIANA BANK, SB SUPPLEMENTAL LIFE INSURANCE AGREEMENT
Supplemental Life Insurance Agreement • March 31st, 2008 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS SUPPLEMENTAL LIFE INSURANCE AGREEMENT (this “Agreement”) is adopted this 20th day of December, 2007 by and between AMERIANA BANK, SB, a state-chartered savings bank located in New Castle, Indiana (the “Bank”), and JEROME J. GASSEN (the “Executive”).

AMERIANA BANK, SB SUPPLEMENTAL LIFE INSURANCE AGREEMENT
Supplemental Life Insurance Agreement • March 31st, 2008 • Ameriana Bancorp • Savings institution, federally chartered • Indiana

THIS SUPPLEMENTAL LIFE INSURANCE AGREEMENT (this “Agreement”) is adopted this 20th day of December, 2007 by and between AMERIANA BANK, SB, a state-chartered savings bank located in New Castle, Indiana (the “Bank”), and RICHARD HENNESSEY (the “Director”).

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