0001193125-09-176422 Sample Contracts

10,000,000 Shares The Bancorp, Inc. Common Stock par value $1.00 per share Underwriting Agreement
Underwriting Agreement • August 17th, 2009 • Bancorp, Inc. • National commercial banks • New York

The Bancorp, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as representative (the “Representative”), an aggregate of 10,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,500,000 additional shares (the “Optional Shares”) of the common stock, $1.00 par value per share (“Common Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).

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