0000950137-06-011648 Sample Contracts

VOTING AGREEMENT

Voting Agreement • October 31st, 2006 • Old National Bancorp /In/ • National commercial banks

• Contract Type
  Voting Agreement
• Filed
  October 31st, 2006
• Company
  Old National Bancorp /In/
• Industry
  National commercial banks

This VOTING AGREEMENT (this “Agreement”), dated as of October 21, 2006, is entered into by and among Old National Bancorp, an Indiana corporation (the “Purchaser”), and certain stockholders of St. Joseph Capital Corporation, a Delaware corporation (the “Company”), each of whom is a Director of the Company and is identified on Schedule A attached hereto (each a “Stockholder” and collectively, the “Stockholders”).

AGREEMENT AND PLAN OF REORGANIZATION by and among ST. JOSEPH CAPITAL CORPORATION a Delaware corporation, OLD NATIONAL BANCORP an Indiana corporation and SMS SUBSIDIARY, INC an Indiana corporation October 21, 2006

Merger Agreement • October 31st, 2006 • Old National Bancorp /In/ • National commercial banks • Indiana

• Contract Type
  Merger Agreement
• Filed
  October 31st, 2006
• Company
  Old National Bancorp /In/
• Industry
  National commercial banks
• Jurisdiction
  Indiana

THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made October 21, 2006, by and among St. Joseph Capital Corporation, a Delaware corporation (“St. Joseph”), OLD NATIONAL BANCORP, an Indiana corporation (“Old National”) and SMS SUBSIDIARY, INC., an Indiana corporation (“Merger Sub”).