0001193125-04-117524 Sample Contracts

Standard Contracts

VOTING AGREEMENT
Voting Agreement • July 13th, 2004 • Columbia Banking System Inc • State commercial banks • Washington

This Voting Agreement (“Voting Agreement”), dated as of June 7, 2004, is among Columbia Banking System, Inc., a Washington corporation (“Columbia”), Bank of Astoria, an Oregon state-chartered bank (“Astoria”), and the undersigned, each of whom is either a director or executive officer of Astoria. This Agreement will be effective upon the signing of the Merger Agreement (defined below).

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NON-COMPETITION AGREEMENT
Non-Competition Agreement • July 13th, 2004 • Columbia Banking System Inc • State commercial banks • Washington

This Non-Competition Agreement (“Non-Competition Agreement”), dated as of June 7, 2004, is among Columbia Banking System, Inc., a Washington corporation (“Columbia”), Bank of Astoria, an Oregon state-chartered bank (“Astoria”), and the undersigned, each of whom is a director of Astoria.

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