GUARANTEE AGREEMENT CECIL BANCORP, INC. Dated as of November 30, 2006 GUARANTEE AGREEMENTGuarantee Agreement • December 4th, 2006 • Cecil Bancorp Inc • Savings institution, federally chartered • New York
This GUARANTEE AGREEMENT (the “Guarantee”), dated as of November 30, 2006, is executed and delivered by Cecil Bancorp, Inc., a bank holding company incorporated in Maryland (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Cecil Bancorp Capital Trust II, a Delaware statutory trust (the “Issuer”).
PURCHASE AND ASSUMPTION AGREEMENT PURCHASE AND ASSUMPTION AGREEMENT (this "Agreement"), dated as of June 4, 1999 by and between Susquehanna Bank, a federally chartered, stock savings bank ("Seller"), and Cecil Federal Savings Bank, a federally...Purchase and Assumption Agreement • June 11th, 1999 • Cecil Bancorp Inc • Savings institution, federally chartered
CECIL BANCORP, INC. COLUMBIAN BANK, A FEDERAL SAVINGS BANK 1994 STOCK OPTION AND INCENTIVE PLAN _____________________________________ 1998 Amendment to Stock Option Agreement _____________________________________ WHEREAS, Columbian Bank, A Federal...Cecil Bancorp Inc • October 29th, 1998 • Savings institution, federally chartered
a) Provided that (i) Grantee or Holder (as hereinafter defined), as applicable, shall not be in material breach of the agreements or covenants contained in this Agreement or the Merger Agreement, and (ii) no preliminary or permanent injunction or...Stock Option Agreement • June 4th, 1998 • Cecil Bancorp Inc • Savings institution, federally chartered • Maryland
CECIL BANCORP CAPITAL TRUST II Fixed/Floating Rate Capital Securities Fully and Unconditionally Guaranteed as to Distributionsand Other Payments byCecil Bancorp, Inc. PURCHASE AGREEMENTPurchase Agreement • December 4th, 2006 • Cecil Bancorp Inc • Savings institution, federally chartered • New York
The Debt Securities will be fully and unconditionally guaranteed on a subordinated basis by the Company with respect to distributions and amounts payable upon liquidation, redemption or repayment (the “Guarantee”) pursuant to the Guarantee Agreement (the “Guarantee Agreement”), to be dated as of the Closing Date specified in Section 3 hereof, and executed and delivered by the Company and Wilmington Trust Company, as trustee (the “Guarantee Trustee”), for the benefit of the holders from time to time of the Debt Securities. The entire proceeds from the sale of the Debt Securities will be combined with the entire proceeds from the sale by the Trust to the Company of its common securities (the “Common Securities”), and will be used by the Trust to purchase $7,217,000 in principal amount of the Fixed/Floating Rate Junior Subordinated Debt Securities due 2037 of the Company (the “Subordinated Debt Securities”). The Debt Securities and the Common Securities of the Trust will be issued pursuan
BRANCH PURCHASE AND ASSUMPTION AGREEMENT between CECIL BANK and HOWARD BANK MARCH 28, 2013Branch Purchase and Assumption Agreement • May 15th, 2013 • Cecil Bancorp Inc • Savings institution, federally chartered • Maryland
This BRANCH PURCHASE AND ASSUMPTION AGREEMENT (this “Agreement”) is made and executed as of the 28th day of March, 2013, by and between Howard Bank, a Maryland trust company operating as a commercial bank with its main office located in Ellicott City, Maryland (“Buyer”), and Cecil Bank, a Maryland chartered commercial bank with its main office located in Elkton, Maryland (“Seller”).
EXECUTIVE CONSENT TO ADDENDUMS OR AMENDMENTS TO COMPENSATION ARRANGEMENTSSecurities Purchase Agreement • December 23rd, 2008 • Cecil Bancorp Inc • Savings institution, federally chartered
Cecil Bancorp, Inc. (the “Company) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.
STOCK OPTION AGREEMENT FOR INCENTIVE STOCK OPTIONS UNDER SECTION 422 OF THE INTERNAL REVENUE CODE PURSUANT TO THE CECIL BANCORP, INC. FOR EXECUTIVE OFFICERSStock Option Agreement • May 22nd, 2009 • Cecil Bancorp Inc • Savings institution, federally chartered
STOCK OPTIONS for a total of __________ shares of Common Stock of Cecil Bancorp, Inc. (the “Company”), which Option is intended to qualify as an Incentive Stock Option under Section 422 of the Internal Revenue Code of 1986, as amended, is hereby granted to ______________, (the “Optionee”), at the price determined as provided in, and in all respects subject to the terms, definitions and provisions of the 2009 Equity Incentive Plan (the “Plan”) adopted by the Company which is incorporated by reference herein, receipt of which is hereby acknowledged.
ContractCecil Bancorp Inc • April 2nd, 2012 • Savings institution, federally chartered
CERTIFICATE NO. B-____ ________ SHARES INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND THIS CERTIFIES THAT: ____________________________________________________________________ IS THE OWNER OF: _______________________________________________________________________ FULLY PAID AND NONASSESSABLE SHARES OF MANDATORY CONVERTIBLE CUMULATIVE JUNIOR PREFERRED STOCK, SERIES B, $.01 PAR VALUE PER SHARE, OF CECIL BANCORP, INC. The shares represented by this certificate are transferable only on the stock transfer books of the Corporation by the holder of record hereof in person, or by his duly authorized attorney or legal representative, upon the surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be held subject to all the provisions contained in the Corporation's charter documents filed with the Maryland Department of Assessments and Taxation and its Bylaws (copies of which are on file at the Corporation's main office), t
TRUST AGREEMENT By and between HOMEFEDERAL BANK and CECIL BANCORP, INC.Trust Agreement • August 28th, 2008 • Cecil Bancorp Inc • Savings institution, federally chartered • New York
FIRST AMENDMENT TO BRANCH PURCHASE AND ASSUMPTION AGREEMENTBranch Purchase and Assumption Agreement • August 8th, 2013 • Cecil Bancorp Inc • Savings institution, federally chartered
THIS FIRST AMENDMENT TO BRANCH PURCHASE AND ASSUMPTION AGREEMENT (this “Amendment”) is made as of this 8th day of May, 2013 by and between Howard Bank, a Maryland trust company acting as a commercial bank (“Acquiror”) and Cecil Bank, a Maryland chartered commercial bank. (“Seller”).
REORGANIZATION AND MERGER AGREEMENT By and AmongReorganization and Merger Agreement • June 4th, 1998 • Cecil Bancorp Inc • Savings institution, federally chartered • Maryland
THIS REORGANIZATION AND MERGER AGREEMENT ("Agreement") is dated as of May 29, 1998, by and among CECIL BANCORP, INC., a Maryland corporation ("Cecil") and COLUMBIAN BANK, A FEDERAL SAVINGS BANK, a federal savings bank ("Columbian").
STOCK OPTION AGREEMENT FOR INCENTIVE STOCK OPTIONS UNDER SECTION 422 OF THE INTERNAL REVENUE CODE PURSUANT TO THE COLUMBIAN BANK, A FEDERAL SAVINGS BANK 1994 STOCK OPTION AND INCENTIVE PLAN STOCK OPTION for a total of _________ shares of common stock,...Stock Option Agreement • October 29th, 1998 • Cecil Bancorp Inc • Savings institution, federally chartered
ADOPTION AGREEMENTAdoption Agreement • August 28th, 2008 • Cecil Bancorp Inc • Savings institution, federally chartered
THIS ADOPTION AGREEMENT, upon execution by the Employer and the Trustee, and subsequent approval by a duly authorized representative of Pentegra Services, Inc. (the “Sponsor”), together with the Sponsor’s Employees’ Savings & Profit Sharing Plan and Trust Agreement (the “Agreement”), shall constitute the Cecil Bancorp, Inc. Employees’ Savings & Profit Sharing Plan and Trust (the “Plan”). The terms and provisions of the Agreement are hereby incorporated herein by this reference; provided, however, that if there is any conflict between the Adoption Agreement and the Agreement, this Adoption Agreement shall control.
RESTRICTED STOCK AGREEMENT PURSUANT TO THE CECIL BANCORP, INC. FOR OFFICERS AND EMPLOYEESRestricted Stock Agreement • May 22nd, 2009 • Cecil Bancorp Inc • Savings institution, federally chartered
This Agreement shall constitute an award of Restricted Stock (“Award”) for a total of ____________ shares of Common Stock of Cecil Bancorp, Inc. (the “Corporation”), which is hereby granted to ________________________________ (the “Participant”) at the price determined as provided herein, and in all respects subject to the terms, definitions and provisions of the Cecil Bancorp, Inc. 2009 Equity Incentive Plan (the “Plan”) adopted by the Corporation which is incorporated by reference herein, receipt of which is hereby acknowledged.
UNITED STATES OF AMERICA BEFORE THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D.C. STATE OF MARYLAND COMMISSIONER OF FINANCIAL REGULATION BALTIMORE, MARYLANDCecil Bancorp Inc • July 2nd, 2010 • Savings institution, federally chartered
Written Agreement by and among CECIL BANCORP, INC. Elkton, Maryland CECIL BANK Elkton, Maryland FEDERAL RESERVE BANK OF RICHMOND Richmond, Virginia and STATE OF MARYLAND COMMISSIONER OF FINANCIAL REGULATION Baltimore, Maryland Docket Nos. 10-044 -WA/RB-HC 10-044 -WA/RB-SM
