Standard Contracts
PLACER SIERRA BANCSHARES SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • January 24th, 2006 • Placer Sierra Bancshares • State commercial banks • New York
Contract Type FiledJanuary 24th, 2006 Company Industry JurisdictionPlacer Sierra Bancshares, a California corporation (the “Company”), and California Community Financial Institutions Fund Limited Partnership, a California limited partnership (the “Selling Shareholder”), confirm their respective agreements with each of the Underwriters listed on Schedule II hereto (collectively, the “Underwriters”), for whom Friedman, Billings, Ramsey & Co., Inc. is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Selling Shareholder of 5,000,000 shares (the “Initial Shares”) of Common Stock, no par value per share, of the Company (“Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective number of shares of Common Stock set forth opposite the names of the Underwriters in Schedule II hereto, and (ii) the grant by the Selling Shareholder to the Underwriters, acting severally and not jointly, of the option described in Section 1(b) hereof to purchase all or any part of