0001047469-11-003957 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and between BROOKLINE BANCORP, INC. and BANCORP RHODE ISLAND, INC. Dated as of April 19, 2011
Agreement and Plan of Merger • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

AGREEMENT AND PLAN OF MERGER, dated as of April 19, 2011 (this "Agreement"), by and between Brookline Bancorp, Inc., a Delaware corporation ("Buyer"), and Bancorp Rhode Island, Inc., a Rhode Island corporation (the "Company").

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CHANGE IN CONTROL SEVERANCE AGREEMENT
Control Severance Agreement • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this "Agreement") is between Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island (the "Bank") and wholly owned subsidiary of Bancorp Rhode Island, Inc. (the "Company"), and Tiffany Sy (the "Executive").

RELEASE, CONSULTING AND NON-COMPETITION AGREEMENT
Consulting and Non-Competition Agreement • April 22nd, 2011 • Bancorp Rhode Island Inc • National commercial banks • Rhode Island

This Release, Consulting and Noncompetition Agreement (this "Agreement") is entered into as of April 19, 2011, by and between Brookline Bancorp, Inc., a Delaware corporation ("Buyer"), Bancorp Rhode Island, Inc., a Rhode Island corporation (the "Company"), Bank Rhode Island, a financial institution organized under the laws of the State of Rhode Island (the "Bank"), and Merrill W. Sherman (the "Consultant").

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