0001193125-12-441762 Sample Contracts

Up to 41,975,000 Shares Northfield Bancorp, Inc. (a Delaware corporation) Common Stock (par value $0.01 per share) AGENCY AGREEMENT
Agency Agreement • October 31st, 2012 • Northfield Bancorp, Inc. • Savings institution, federally chartered • New York

The favorable opinion, dated as of the Closing Date, of Luse Gorman Pomerenk & Schick, P.C., counsel for the Company, the Mid-Tier Company, the MHC and the Bank acceptable to Agents in form and substance satisfactory to counsel for Agents to the effect that:

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