STOCK CONVERSION, VOTING AND SUPPORT AGREEMENTStock Conversion, Voting and Support Agreement • October 1st, 2012 • GF Financial, LLC • State commercial banks • Washington
Contract Type FiledOctober 1st, 2012 Company Industry JurisdictionThis Stock Conversion, Voting and Support Agreement (“Agreement”) is made and entered into by and between Columbia Banking System, Inc., a Washington corporation (“Purchaser”), and GF Financial, L.L.C. (“Shareholder”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement.
WAIVER AGREEMENTWaiver Agreement • October 1st, 2012 • GF Financial, LLC • State commercial banks • New York
Contract Type FiledOctober 1st, 2012 Company Industry JurisdictionTHIS WAIVER AGREEMENT (the “Waiver Agreement”), dated September 25, 2012, is entered into by and between West Coast Bancorp, an Oregon corporation (the “Company”), and GF Financial, LLC, a Delaware limited liability company (“GF”). Capitalized terms used, but not otherwise defined, in this Waiver shall have the meanings given to them in the Investment Agreement (as defined below).