BuckleySandler Sample Contracts

PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • June 1st, 2021 • New York

Delaware chartered commercial bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Stifel, Nicolaus & Company, Incorporated (the "Placement Agent") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agent of 9,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, of the Company, and 450 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $0.01 per share, of the Company (collectively, the "Securities").

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SUBORDINATED NOTE PURCHASE AGREEMENT
Subordinated Note Purchase Agreement • August 20th, 2018 • FVCBankcorp, Inc. • State commercial banks • New York

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of June 20, 2016, and is made by and among FVCBANKCORP, INC., a Virginia corporation (“Company”), and the several purchasers of the Subordinated Notes identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

EAGLE BANCORP, INC. COMMON STOCK PAR VALUE $0.01 PER SHARE SALES AGENCY AGREEMENT
Sales Agency Agreement • May 1st, 2012 • Eagle Bancorp Inc • State commercial banks • New York

Eagle Bancorp, Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell from time to time through Sandler O’Neill & Partners, L.P., as sales agent (the “Agent” or “you”), shares of the common stock, par value $0.01 per share (“Common Stock”) of the Company, having an aggregate gross sales price of up to $35 million (the “Shares”) on the terms set forth in this agreement (this “Agreement”). The Company agrees that whenever it determines to sell the Common Stock directly to the Agent, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a “Terms Agreement”).

552,012 Shares Eagle Bancorp, Inc. Common Stock par value $0.01 per share Underwriting Agreement
Underwriting Agreement • October 30th, 2012 • Eagle Bancorp Inc • State commercial banks • New York

Eagle Bancorp, Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Sandler O’Neill & Partners, L.P. (the “Underwriter”) an aggregate of 552,012 shares (the “Shares”) of Company common stock, $0.01 par value per share (the “Stock”).

AGREEMENT AND PLAN OF MERGER By and between CENTERSTATE BANKS, INC. and HOMETOWN OF HOMESTEAD BANKING COMPANY Dated as of October 27, 2015
Merger Agreement • October 27th, 2015 • CenterState Banks, Inc. • National commercial banks • Florida

This Agreement and Plan of Merger (this “Agreement”) is dated as of the 27th day of October, 2015, by and between CenterState Banks, Inc., a Florida corporation (“CenterState”), and Hometown of Homestead Banking Company a Florida corporation (“HBC” and, together with CenterState, the “Parties” and each a “Party”).

AGREEMENT AND PLAN OF REORGANIZATION between CARDINAL FINANCIAL CORPORATION and UNITED FINANCIAL BANKING COMPANIES, INC.
Agreement and Plan of Reorganization • September 10th, 2013 • Cardinal Financial Corp • National commercial banks • Virginia

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of September 9, 2013, between CARDINAL FINANCIAL CORPORATION, a Virginia corporation (“CFNL”), and UNITED FINANCIAL BANKING COMPANIES, INC., a Virginia corporation (“UFBC”).

AGREEMENT AND PLAN OF REORGANIZATION By and Among ACNB CORPORATION, ACNB SOUTH ACQUISITION SUBSIDIARY, LLC, ACNB BANK, NEW WINDSOR BANCORP, INC., And NEW WINDSOR STATE BANK November 21, 2016
Agreement and Plan of Reorganization • November 23rd, 2016 • Acnb Corp • State commercial banks • Pennsylvania

THIS AGREEMENT AND PLAN OF REORGANIZATION, dated as of November 21, 2016, is made by and among ACNB CORPORATION (“ACNB”), a Pennsylvania corporation, having its principal place of business in Gettysburg, Pennsylvania, ACNB SOUTH ACQUISITION SUBSIDIARY, LLC (“Acquisition Subsidiary”), a Pennsylvania limited liability company having its principal place of business in Gettysburg, Pennsylvania, ACNB BANK (“ACNB Bank”), a Pennsylvania state-chartered bank, having its principal place of business in Gettysburg, Pennsylvania, NEW WINDSOR BANCORP, INC. (“NW Bancorp”), a Maryland corporation, having its principal place of business in Taneytown, Maryland, and NEW WINDSOR STATE BANK (“NWS Bank”), a Maryland state-chartered bank, having its principal place of business in Taneytown, Maryland.

Salix Pharmaceuticals, Inc. Raleigh, NC 27615
Resignation Agreement • November 7th, 2014 • Salix Pharmaceuticals LTD • Pharmaceutical preparations • Delaware

This letter agreement (this “Agreement”) sets forth our mutual understanding and agreement regarding your resignation of your employment with Salix Pharmaceuticals, Inc. (“Salix” and, collectively with its subsidiaries and affiliates and their respective successors and assigns, the “Company”) and your position as an officer of Salix Pharmaceuticals, Ltd. (“Parent”).

AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 20, 2011 BY AND BETWEEN SANDY SPRING BANCORP, INC. AND COMMERCEFIRST BANCORP, INC.
Merger Agreement • December 21st, 2011 • Commercefirst Bancorp Inc • National commercial banks • Maryland

This is an Agreement and Plan of Merger, dated as of the 20th day of December, 2011 (“Agreement”), by and between Sandy Spring Bancorp, Inc., a Maryland corporation (“Purchaser”) and CommerceFirst Bancorp, Inc., a Maryland corporation (the “Company”).

AGREEMENT AND PLAN OF REORGANIZATION
Merger Agreement • June 10th, 2014 • Eagle Bancorp Inc • State commercial banks • Virginia

AGREEMENT AND PLAN OF REORGANIZATION, dated as of June 9, 2014, by and among Eagle Bancorp, Inc., a Maryland corporation, (“Parent”), EagleBank, Maryland-chartered bank and wholly owned subsidiary of Parent (“Bank Subsidiary”), and Virginia Heritage Bank, a Virginia banking corporation (the “Company”).

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