FORM OF FIRST PLACE BANK CHANGE IN CONTROL SEVERANCE AGREEMENT]Change in Control Severance Agreement • February 9th, 2004 • First Place Financial Corp /De/ • Savings institution, federally chartered • Ohio
This Agreement is effective , 2004, and is entered into among First Place Bank (the “Bank”), a federally chartered savings association, 185 East Market Street, Warren, Ohio 44481, First Place Financial Corp. (the “Holding Company”), a Delaware corporation, 185 East Market Street, Warren, Ohio 44481, and (“Executive”).
ELECTION FORM FOR USE BY SHAREHOLDERS OF FRANKLIN BANCORP, INC.First Place Financial Corp /De/ • February 9th, 2004 • Savings institution, federally chartered
Pursuant to the terms of the Agreement and Plan of Merger dated as of November 10, 2003 and as amended on February 3, 2004 (collectively the “Merger Agreement”) by and between First Place Financial Corp. (“First Place”) and Franklin Bancorp, Inc. (“Franklin”), the undersigned shareholder(s) of Franklin elects to receive the following form of consideration in connection with the conversion of his or her shares of Franklin common stock, no par value (“Franklin Common Stock”), upon consummation of the merger of Franklin with and into First Place. This election is subject to allocation procedures intended to ensure that 50% of the aggregate consideration paid by First Place to holders of Franklin Common Stock will be First Place common stock, par value $.01 per share (“First Place Common Stock”), with the remaining 50% of the aggregate consideration to be paid in cash, as described in the Proxy Statement/Prospectus filed with the Securities and Exchange Commission on February 9, 2004 (the
