Croghan Bancshares Inc Sample Contracts

EXHIBIT 2
Merger Agreement • August 11th, 2004 • Croghan Bancshares Inc • State commercial banks • Ohio
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EXHIBIT 10
Employment Agreement • July 29th, 2004 • Croghan Bancshares Inc • State commercial banks • Ohio
AGREEMENT
Executive Supplemental Retirement Plan Agreement • March 28th, 2000 • Croghan Bancshares Inc • State commercial banks • Ohio
PURPOSE
Supplemental Death Benefit Agreement • October 23rd, 2003 • Croghan Bancshares Inc • State commercial banks • Ohio
AMENDMENT TO EMPLOYMENT AGREEMENT FOR RICK M. ROBERTSON
Employment Agreement • October 28th, 2011 • Croghan Bancshares Inc • State commercial banks

This Amendment (the “Amendment”) is entered into this 21st day of July, 2011 (the “Effective Date”), by and between THE CROGHAN COLONIAL BANK (the “Bank”) and RICK M. ROBERTSON (the “Executive”).

PART-TIME EMPLOYMENT AND CONSULTING AGREEMENT
Part-Time Employment and Consulting Agreement • February 21st, 2006 • Croghan Bancshares Inc • State commercial banks • Ohio

This Part-Time Employment and Consulting Agreement (hereinafter the “AGREEMENT”) is made this 17th day of February, 2006, by and between Croghan Bancshares, Inc. (hereinafter “CROGHAN”), an Ohio corporation and sole shareholder of The Croghan Colonial Bank, an Ohio chartered bank (hereinafter the “BANK”), and Allan E. Mehlow, Vice President and Treasurer of CROGHAN and Senior Vice President and Chief Financial Officer of the BANK (hereinafter “MEHLOW”);

Contract
Employment Agreement • March 25th, 2009 • Croghan Bancshares Inc • State commercial banks

FIRST AMENDMENT TO THE CROGHAN COLONIAL BANK EMPLOYMENT AGREEMENT WITH STEVEN C. FUTRELL This First Amendment to the Employment Agreement with Steven C. Futrell dated as of August 29, 2007 (“Agreement”) is effective as of this 8th day of December, 2008. RECITALS WHEREAS, Croghan Colonial Bank (the “Bank”) and Steven C. Futrell (the “Executive”) previously entered into the Agreement; and WHEREAS, the Agreement must be amended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (“Code”); and WHEREAS, pursuant to Section 17 of the Agreement, the Bank and the Executive desire to amend the Agreement as provided herein for the purpose of complying with Section 409A of the Code; and AMENDMENT NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, the Executive and the Bank hereby amend the Agreement

EMPLOYMENT AGREEMENT
Employment Agreement • November 16th, 2010 • Croghan Bancshares Inc • State commercial banks • Ohio

This Employment Agreement (this “Agreement”) is made by and between The Croghan Colonial Bank (the “Bank”) and Rick M. Robertson (the “Executive”) effective as of this 9th day of November, 2010 (the “Effective Date”).

AMENDMENT TO RETIREMENT AGREEMENT AND GENERAL RELEASE
Retirement Agreement and General Release • September 7th, 2010 • Croghan Bancshares Inc • State commercial banks

THIS AMENDMENT is entered into as of this 31st day of August, 2010, by and between STEVEN C. FUTRELL, an individual, for and on behalf of himself and his successors, heirs, family and assigns (“Futrell”) and CROGHAN BANCSHARES, INC., a corporation organized and existing under the laws of the State of Ohio (“Croghan”);

RETIREMENT AGREEMENT AND GENERAL RELEASE
Retirement Agreement • March 26th, 2010 • Croghan Bancshares Inc • State commercial banks • Ohio

THIS AGREEMENT is entered into as of this 14th day of December, 2009, by and between STEVEN C. FUTRELL, an individual, for and on behalf of himself and his successors, heirs, family and assigns (“Futrell”) and CROGHAN BANCSHARES, INC., a corporation organized and existing under the laws of the State of Ohio (“Croghan”);

Contract
Executive Supplemental Retirement Plan Agreement • March 25th, 2009 • Croghan Bancshares Inc • State commercial banks

FIRST AMENDMENT TO EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN AGREEMENT This First Amendment (“Amendment”) to the Executive Supplemental Retirement Plan Agreement (“Agreement”) dated April 29, 1999 is effective as of this 21st day of November, 2008 by and between Croghan Colonial Bank, an Ohio banking corporation (the “Bank”), and Barry F. Luse, a current employee of the Bank (the “Executive). RECITALS WHEREAS, the Bank and the Executive previously entered into the Agreement for the purpose of providing the benefits described therein; and WHEREAS, the Agreement must be amended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”) by no later than December 31, 2008; WHEREAS, the Agreement must have been, and the Bank has, operated the Agreement in good faith compliance with Section 409A since January 1, 2005; and WHEREAS, pursuant to transition relief issued under Section 409A, the Bank and the Executive may change the time and/or form of payments und

CROGHAN BANCSHARES, INC. AMENDED AND RESTATED 2002 STOCK OPTION AND INCENTIVE PLAN INCENTIVE STOCK OPTION AWARD AGREEMENT
Incentive Stock Option Award Agreement • March 28th, 2011 • Croghan Bancshares Inc • State commercial banks • Ohio

Croghan Bancshares, Inc. (the “Company”) hereby grants the undersigned Participant a compensatory option to purchase Common Shares of the Company (the “Option”), subject to the terms and conditions described in the Croghan Bancshares, Inc. Amended and Restated 2002 Stock Option and Incentive Plan (the “Plan”) and this Incentive Stock Option Award Agreement (this “Award Agreement”). The Option is intended to qualify as an “incentive stock option” under Section 422 of the Code. If for any reason the Option does not qualify as an incentive stock option, then, to the extent it does not so qualify, the option will be treated as a Non-Qualified Stock Option.

THE CROGHAN COLONIAL BANK EMPLOYMENT AGREEMENT WITH STEVEN C. FUTRELL DATED AND EFFECTIVE AUGUST 29, 2007
Employment Agreement • September 5th, 2007 • Croghan Bancshares Inc • State commercial banks • Ohio

THIS EMPLOYMENT AGREEMENT, effective as of August 29, 2007 (this “Agreement”), is made by and between The Croghan Colonial Bank (the “Bank”), and Steven C. Futrell (the “Executive”).

FIRST AMENDMENT TO PART-TIME EMPLOYMENT AND CONSULTING AGREEMENT
Part-Time Employment and Consulting Agreement • May 11th, 2006 • Croghan Bancshares Inc • State commercial banks • Ohio

This First Amendment to Part-Time Employment and Consulting Agreement (hereinafter the “AMENDMENT”) is made this 10th day of May, 2006, by and between Croghan Bancshares, Inc., an Ohio corporation (hereinafter “CROGHAN”), and Allan E. Mehlow (hereinafter “MEHLOW”);

PURCHASE AND ASSUMPTION AGREEMENT by and between The Croghan Colonial Bank, as Buyer, and The Home Savings and Loan Company of Youngstown, Ohio, as Seller Dated August 31, 2011
Purchase and Assumption Agreement • October 28th, 2011 • Croghan Bancshares Inc • State commercial banks • Ohio

THIS PURCHASE AND ASSUMPTION AGREEMENT (this “Agreement”) is made as of August 31, 2011, by and between THE CROGHAN COLONIAL BANK, an Ohio chartered bank having its executive offices at 323 Croghan Street, Fremont, Ohio 43420 (the “Buyer”), and THE HOME SAVINGS AND LOAN COMPANY OF YOUNGSTOWN, OHIO, an Ohio chartered stock savings bank having its executive offices at 275 West Federal Street, Youngstown, Ohio 44503 (the “Seller”).

EXHIBIT 10 ----------
Employment Agreement • November 1st, 1996 • Croghan Bancshares Inc • State commercial banks • Ohio
SECOND AMENDMENT TO PART-TIME EMPLOYMENT AND CONSULTING AGREEMENT
Part-Time Employment and Consulting Agreement • December 13th, 2006 • Croghan Bancshares Inc • State commercial banks • Ohio

This Second Amendment to Part-Time Employment and Consulting Agreement (hereinafter the “AMENDMENT”) is made this 12th day of December, 2006, by and between Croghan Bancshares, Inc., an Ohio corporation (hereinafter “CROGHAN”), and Allan E. Mehlow (hereinafter “MEHLOW”);

CROGHAN BANCSHARES, INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • August 2nd, 2013 • Croghan Bancshares Inc • State commercial banks • Ohio

Croghan Bancshares, Inc. (the “Company”) hereby grants the undersigned Participant an award of restricted Shares (the “Award”), subject to the terms and conditions described in the Croghan Bancshares, Inc. 2012 Equity Incentive Plan (the “Plan”) and this Restricted Stock Award Agreement (this “Award Agreement”).

Employment Agreement with Kendall W. Rieman
Employment Agreement • March 28th, 2014 • Croghan Bancshares Inc • State commercial banks

On September 10, 2013, the Bank entered into an employment agreement with Kendall W. Rieman with respect to Mr. Rieman’s service as Executive Vice President and Chief Financial Officer of the Bank (the “Rieman Agreement”).

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