0000914317-13-001405 Sample Contracts

STANDBY PURCHASER AGREEMENT
Purchaser Agreement • November 8th, 2013 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This letter confirms our agreement with respect to the intention of Peapack-Gladstone Financial Corp., a New Jersey corporation (the “Company”), to raise additional capital through a rights offering of up to 2,470,588 (the “Underlying Shares”) of the Company’s common shares, no par value per share (the “Common Shares”), to its shareholders of record as of October 21, 2013 (“Rights Offering”) with the participation of standby purchasers for any unsubscribed shares in the Rights Offering (the Rights Offering and the offering to standby purchasers are hereinafter referred to as the “Offering”). Capitalized terms used herein and not defined herein shall have the meanings set forth in the Prospectus (as hereinafter defined).

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DEALER MANAGER AGREEMENT
Dealer Manager Agreement • November 8th, 2013 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York
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