0000708955-17-000082 Sample Contracts

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • September 22nd, 2017 • First Financial Bancorp /Oh/ • National commercial banks • Ohio

This Severance and Change in Control Agreement (the "Agreement") is made and entered into by and between John Gavigan ("Executive") and First Financial Bank (the "Company"), effective as of the Closing date of the Merger of MainSource Financial Group, Inc. (“MSFG”) with and into First Financial Bancorp., the parent organization of the Company (“FFBC”), pursuant to the Agreement and Plan of Merger between MSFG and FFBC dated July 25, 2017 (the "Effective Date").

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September 15, 2017 James M. Anderson
First Financial Bancorp /Oh/ • September 22nd, 2017 • National commercial banks

As part of the transition to the “Surviving Corporation” that will be created by the Agreement and Plan of Merger between First Financial Bancorp and MainSource Financial Group, Inc. (the “Merger Agreement”), we are pleased to conditionally offer you the full-time position of Chief Financial Officer, of the Surviving Corporation, reporting to the Chief Executive Officer. This offer will become effective as of the “Effective Time” of the merger and is specifically conditioned upon the “Closing of the Merger” as those terms are defined in the Merger Agreement. Please refer to the final page of this letter for a full list of conditions applicable to this offer.

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