Harbor Florida Bancorp Inc Sample Contracts

Harbor Florida Bancshares Inc – HARBOR FEDERAL SAVINGS BANK EMPLOYEE STOCK OWNERSHIP PLAN (November 14th, 2006)

NOW, THEREFORE, by adoption of this Amendment, the Employer hereby amends the Plan as follows, effective as of July 1, 2006, except as otherwise specified below:

Harbor Florida Bancshares Inc – AGREEMENT AND PLAN OF MERGER (July 11th, 2006)

Exhibit 2 AGREEMENT AND PLAN OF MERGER by and between NATIONAL CITY CORPORATION, and HARBOR FLORIDA BANCSHARES, INC. dated as of July 10, 2006 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER, dated as of July 10, 2006 (this "Agreement"), is made by and between National City Corporation, a Delaware corporation ("National City"), and Harbor Florida Bancshares, Inc., a Delaware corporation ("Harbor"). National City and Harbor are sometimes referred to herein collectively, as "Parties", and each, as a "Party". RECITALS A. Upon the terms and subject to the conditions set forth in this Agreement, the Parties intend to effect a merger of Harbor

Harbor Florida Bancshares Inc – Contacts: National City Corporation Investors Harbor Florida Bancshares, Inc. Investors Jennifer Hammarlund Toni Santiuste (July 11th, 2006)

CLEVELAND — July 11, 2006 — National City Corporation (NYSE: NCC) and Harbor Florida Bancshares, Inc. (NASDAQ: HARB) today announced that they have reached a definitive agreement for National City to acquire Harbor Florida Bancshares, the holding company for Harbor Federal Savings Bank. Harbor Florida is the fifth-largest publicly traded banking institution based in Florida. Headquartered in Fort Pierce, Harbor Florida has total assets of $3.2 billion and 40 branches along the Central East Coast of Florida.

Harbor Florida Bancshares Inc – CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT (April 24th, 2006)

THIS AGREEMENT is made effective as of May 9, 2005 by and among Harbor Federal Savings Bank (the “Bank”), Harbor Florida Bancshares, Inc. (“Bancshares” or the “Holding Company”) and Randall A. Ezell (the “Executive”).

Harbor Florida Bancshares Inc – MANAGEMENT INCENTIVE COMPENSATION PLAN – FISCAL YEAR 2006 (December 14th, 2005)

The purpose of the Plan is to provide an incentive for extraordinary performance by management who, individually and collectively as a management team, have the greatest influence over the financial success of the Bank.

Harbor Florida Bancshares Inc – CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT (May 17th, 2005)

Exhibit 99 CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT THIS AGREEMENT is made effective as of May 9, 2005 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and Randall A. Ezell (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive makes to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement: and WHEREAS, the Executive acknowledges that he will become familiar with confidential and proprietary information of the Bank and Bancshares in the course of his employment duties: and WHEREAS, the Executive has been elected to, and has agreed to serve in the position of Senior Vice President for the Bank, a position of substantial responsibility: and NOW, THEREFORE, in consideration of th

Harbor Florida Bancshares Inc – Press Release (September 30th, 2004)

Exhibit 99 Press Release Harbor Florida Bancshares Reports on Impact of Hurricane Jeanne Monday September 27, 11:12 am ET FORT PIERCE, Fla., Sept. 27 / PRNewswire-FirstCall/ -- Harbor Florida Bancshares, Inc. (Nasdaq: HARB - News), the holding company for Harbor Federal Savings Bank, announced today that while they were affected by Hurricane Jeanne in most of their markets and one of their branches sustained significant damage, they were able to open half of its branches today, some with limited service. Power outages are the primary reason for branch closures. The branch that sustained substantial damage is in a market serviced by eight other branches. The northern/northern-central markets were not significantly affected. The Bank expects to be operating close to normal by the end of the week. President Michael Brown, Sr., stated, "This unusual act of nature, two hurricanes within three weeks, h

Harbor Florida Bancshares Inc – SENIOR OFFICERS INCENTIVE COMPENSATION PLAN - FY2004 (December 29th, 2003)

SENIOR OFFICERS INCENTIVE COMPENSATION PLAN - FY2004 PURPOSE The purpose of the Plan is to provide an incentive for extraordinary performance by senior management who, individually and collectively as a management team, have the greatest influence over the financial success of the Bank. In addition to its primary purpose, the Plan is designed to accomplish other important objectives of the Bank including: - fostering teamwork and cooperation among senior management - helping to retain and encourage commitment on the part of senior management, and - setting high goals and increasing returns to shareholders. ADMINISTRATION The Plan shall be administered by the Compensation Committee of the Bank's Board of Directors. PARTICIPANTS Participation is limited to the President, Executive Vice President and Senior Vice Presidents. Participants must be actively employed in this capacity on the date the incentive is paid to be eligible to receive the full award. Those partici

Harbor Florida Bancshares Inc – EMPLOYMENT AGREEMENT BETWEEN (December 29th, 2003)

AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN MICHAEL J. BROWN, SR. AND HARBOR FEDERAL SAVINGS BANK The Employment Agreement between Michael J. Brown, Sr. and Harbor Federal Savings Bank is hereby amended as follows: 1. Amended Paragraph to the Agreement to read as follows: 3.1 Salary. As compensation for his services hereunder, the Employee shall, during the first year of his employment hereunder, receive a base annual salary equal to that in effect on the commencement of the Initial Term payable in accordance with the general payroll practice of Employer and any bonus compensation as determined by the Board of Directors. During each succeeding calendar year or portion thereof, his salary shall be adjusted to equal the greater of (a) the past year base salary, or (b)

Harbor Florida Bancshares Inc – CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT (December 29th, 2003)

CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT THIS AGREEMENT is made effective as of October 19, 2002 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and H. Michael Callahan (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive makes to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement: and WHEREAS, the Executive acknowledges that he will become familiar with confidential and proprietary information of the Bank and Bancshares in the course of his employment duties: and WHEREAS, the Executive has been elected to, and has agreed to serve in the position of Senior Vice President for the Bank, a position of substantial responsibility: and NOW, THEREFORE, in consideration of the contribution and responsibili

Harbor Florida Bancshares Inc – CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT (August 14th, 2003)

Exhibit 10(viii) CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT THIS AGREEMENT is made effective as of April 19, 2003 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and J. Hal Roberts (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive makes to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement: and WHEREAS, the Executive acknowledges that he will become familiar with confidential and proprietary information of the Bank and Bancshares in the course of his employment duties: and WHEREAS, the Executive has been elected to, and has agreed to serve in the position of Executive Vice President for the Bank, a position of substantial responsibility: and WHEREAS, the Executive acknowledges this

Harbor Florida Bancorp Inc – CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT (December 29th, 2000)

EXHIBIT 10(vii) CHANGE IN CONTROL AND NON-COMPETITION AGREEMENT THIS AGREEMENT is made effective as of April 19, 2000 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and Don W. Bebber (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive makes to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement: and WHEREAS, the Executive acknowledges that he will become familiar with confidential and proprietary information of the Bank and Bancshares in the course of his employment duties: and WHEREAS, the Executive has been elected to, and has agreed to serve in the position of Senior Vice President for the Bank, a position of substantial responsibility: and NOW, THEREFORE, in consideration of

Harbor Florida Bancorp Inc – CHANGE IN CONTROL AGREEMENT (December 24th, 1998)

Exhibit 10(x) CHANGE IN CONTROL AGREEMENT THIS AGREEMENT is made effective as of March 18, 1998 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and Don W. Bebber (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive has made to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement; and WHEREAS, Executive has been elected to, and has agreed to serve in the position of Senior Vice President for the Bank, a position of substantial responsibility. NOW, THEREFORE, in consideration of the contribution and responsibilities of Executive, and upon the other terms and conditions hereinafter provided, the parties hereto agree as follows: 1. GENERAL

Harbor Florida Bancorp Inc – UNFUNDED DEFERRED COMPENSATION PLAN (December 24th, 1998)

Exhibit 10(vii) UNFUNDED DEFERRED COMPENSATION PLAN FOR THE DIRECTORS OF HARBOR FEDERAL SAVINGS AND LOAN ASSOCIATION OF FORT PIERCE The provisions of the plan are as follows: 1. Each director may elect on or before December 31st of any year to defer all or a specified portion of his annual fees for succeeding calendar years. 2. Any person elected to fill a vacancy on the board, and who was not a director on the preceding December 31st, may elect, before his term begins, to defer all or a specified part of his annual fees for the balance of the calendar year following such election and for succeeding years. 3. Interest on the deferred fees is to be computed at the 2 1/2 year CD rate. 4. Amounts deferred under th

Harbor Florida Bancorp Inc – 1998 STOCK INCENTIVE PLAN FOR DIRECTORS, OFFICERS AND EMPLOYEES (October 26th, 1998)

HARBOR FLORIDA BANCSHARES, INC. 1998 STOCK INCENTIVE PLAN FOR DIRECTORS, OFFICERS AND EMPLOYEES This 1998 Stock Incentive Plan (the "Plan") governs: (i) grants of options to purchase shares of the common stock, $0.10 par value (the "Common Stock") of Harbor Florida Bancshares, Inc. (the "Company" or "Bancshares") ("Options"), (ii) awards of restricted Common Stock ("Recognition and Retention Plan Stock" or "RRP Stock"), and (iii) awards of stock appreciation rights ("SARs") by the Company to directors, officers and employees of the Company or Harbor Federal Savings Bank (the "Bank"). The Plan is intended to provide additional incentives to promote the future success and growth of the Company by providing participants with a direct stake in the Company and, in the case of officers and employees, to encourage qualified persons to seek and accept employment with the Company. The Plan will be effective

Harbor Florida Bancorp Inc – MANAGEMENT INCENTIVE COMPENSATION PLAN - FY 98 (February 12th, 1998)

MANAGEMENT INCENTIVE COMPENSATION PLAN - FY 98 PURPOSE ------- The purpose of the Plan is to provide an incentive for extraordinary performance by those management personnel who, individually and collectively as a management team, have the greatest influence over the financial success of the Bank. In addition to its primary purpose, the Plan is designed to accomplish other important objectives of the Bank including: - fostering teamwork and cooperation among management personnel; - helping to retain, and encourage commitment on the part of management and key personnel; and - setting high goals and increasing returns to shareholders. ADMINISTRATION -------------- The Plan shall be administered by the Compensation Committee of the Bank's Board of Directors. PARTICIPANTS ------------ Participation is at the discretion of Senior Management, but is limited to management personnel who report directly to either a S

Harbor Florida Bancorp Inc – AGREEMENT AND PLAN OF MERGER (January 12th, 1998)

Exhibit 2 AMENDED PLAN OF CONVERSION AND REORGANIZATION of HARBOR FINANCIAL, M.H.C. and AGREEMENT AND PLAN OF MERGER between HARBOR FINANCIAL, M.H.C. and HARBOR FLORIDA BANCORP, INC. and HARBOR FLORIDA BANCSHARES, INC. and HARBOR FEDERAL SAVINGS BANK DECEMBER 23, 1997 TABLE OF CONTENTS Page

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF MEMBERS (January 12th, 1998)

Exhibit 99.2 NOTICE OF SPECIAL MEETING OF MEMBERS HARBOR FINANCIAL M.H.C. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF MEMBERS To Be Held on February____, 1998 NOTICE IS HEREBY GIVEN that a special meeting ("Special Meeting") of the members of Harbor Financial M.H.C. (the "Mutual Holding Company") will be held at _________________________ located at ________________________ Fort Pierce, Florida on February____, 1998 at ________, Florida time, to consider and vote upon: 1. The approval of the Plan of Conversion of the Mutual Holding Company and Agreement and Plan of Reorganization between the Mutual Holding

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF STOCKHOLDERS (January 12th, 1998)

Exhibit 99.3 HARBOR FLORIDA BANCORP, INC. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON FEBRUARY ___, 1998 NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders of Harbor Florida Bancorp, Inc. ("Bancorp") will be held at ________________________ located at _______________________, on February ____,_1998 ____________ at ________ Florida time, for the following purposes, as more completely set forth in the accompanying Proxy Statement: 1 . To approve and adopt the Plan of Conversion and Agreement and Plan of Reorganization (the "Plan" or "Plan of Conversion"), pursuant to which Bancorp shall adopt a Federal stock charter and then be

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF STOCKHOLDERS (November 12th, 1997)

Exhibit 99.3 HARBOR FLORIDA BANCORP, INC. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER ______, 1997 NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders of Harbor Florida Bancorp, Inc. ("Bancorp") will be held at ________________________ located at _______________________, on December ____________ at ________ Florida time, for the following purposes, as more completely set forth in the accompanying Proxy Statement: 1 . To approve and adopt the Plan of Conversion and Agreement and Plan of Reorganization (the "Plan" or "Plan of Conversion"), pursuant to which Bancorp shall adopt a Federal stock charter and then be merged into the Ba

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF MEMBERS (November 12th, 1997)

Exhibit 99.2 NOTICE OF SPECIAL MEETING OF MEMBERS HARBOR FINANCIAL M.H.C. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF MEMBERS To Be Held on December ____, 1997 NOTICE IS HEREBY GIVEN that a special meeting ("Special Meeting") of the members of Harbor Financial M.H.C. (the "Mutual Holding Company") will be held at _________________________ located at ________________________ Fort Pierce, Florida on December ____, 1997 at ________, Florida time, to consider and vote upon: 1. The approval of the Plan of Conversion of the Mutual Holding Company and Agreement and Plan of Reorganization between the Mutual Holding Company, Harbor Florida Ba

Harbor Florida Bancorp Inc – CHANGE IN CONTROL AGREEMENT (November 12th, 1997)

Exhibit 10.1 CHANGE IN CONTROL AGREEMENT THIS AGREEMENT is made effective as of __________________________, 1997 by and among Harbor Federal Savings Bank (the "Bank"), Harbor Florida Bancshares, Inc. ("Bancshares" or the "Holding Company") and _________________ (the "Executive"). WHEREAS, the Bank recognizes the substantial contribution Executive has made to the Bank and wishes to protect Executive's position therewith for the period provided in this Agreement; and WHEREAS, Executive has been elected to, and has agreed to serve in the position of Senior Vice President for the Bank, a position of substantial responsibility. NOW, THEREFORE, in consideration of the contribution and responsibilities of Executive, and upon the other terms and conditions hereinafter provided, the parties hereto agree as follows: 1. GENERAL. -----

Harbor Florida Bancorp Inc – AGREEMENT AND PLAN OF MERGER (November 12th, 1997)

Exhibit 2 AMENDED PLAN OF CONVERSION AND REORGANIZATION of HARBOR FINANCIAL, M.H.C. and AGREEMENT AND PLAN OF MERGER between HARBOR FINANCIAL, M.H.C. and HARBOR FLORIDA BANCORP, INC. and HARBOR FLORIDA BANCSHARES, INC. and HARBOR FEDERAL SAVINGS BANK OCTOBER 31, 1997 TABLE OF CONTENTS Page

Harbor Florida Bancorp Inc – AGENCY AGREEMENT (November 12th, 1997)

Exhibit 1.2 HARBOR FLORIDA BANCSHARES, INC. Up to 24,763,483 Shares COMMON STOCK ($.001 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENT ____________, 1997 Friedman, Billings, Ramsey & Co., Inc. 1001 Nineteenth Street North Arlington, Virginia 22209 Ladies and Gentlemen: Harbor Florida Bancorp, Inc. and Harbor Florida Bancshares, Inc., a Delaware corporation (the "Company"), Harbor Financial, M.H.C. (the "MHC") and Harbor Federal Savings Bank, Fort Pierce, Florida, a federal stock savings bank (the "Bank"), with its deposit accounts insured by the Savings Association Insurance Fund ("SAIF") administered by the Federal Deposit Insurance Corporation ("FDIC"

Harbor Florida Bancorp Inc – CERTIFICATE OF INCORPORATION (November 12th, 1997)

Exhibit 3.3 CERTIFICATE OF INCORPORATION OF HARBOR FLORIDA BANCSHARES, INC. ARTICLE I Name The name of the corporation is HARBOR FLORIDA BANCSHARES, INC. (the "Corporation"). ARTICLE II Registered Office The address of the Corporation's registered office in the State of Delaware is Corporation Service Company, 1013 Centre Road, Wilmington, Delaware 19805. The name of the Corporation's registered agent at such address is the Corporation Service Company. ARTICLE III Purpose and Powers The purpose of the Corporation is to engage in any lawful act or activity for which a corporatio

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF STOCKHOLDERS (October 6th, 1997)

Exhibit 99.3 HARBOR FLORIDA BANCORP, INC. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER ______, 1997 NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders of Harbor Florida Bancorp, Inc. ("Harbor Florida") will be held at ________________________ located at _______________________, on December ____________ at ________ Florida time, for the following purposes, as more completely set forth in the accompanying Proxy Statement: 1 . To approve and adopt the Plan of Conversion and Agreement and Plan of Reorganization (the "Plan" or "Plan of Conversion"), pursuant to which (i) Harbor Financial M.H.C. ("the Mutu

Harbor Florida Bancorp Inc – AGREEMENT AND PLAN OF MERGER (October 6th, 1997)

Exhibit 2 PLAN OF CONVERSION of HARBOR FINANCIAL, M.H.C. and AGREEMENT AND PLAN OF MERGER between HARBOR FINANCIAL, M.H.C. and HARBOR FLORIDA BANCORP, INC. SEPTEMBER 24, 1997 TABLE OF CONTENTS Section Page ------- ---- 1. INTRODUCTION......................................................... 1 2. DEFINITIONS.......................................................... 3 3. GENERAL PROCEDURE FOR CONVERSION..........

Harbor Florida Bancorp Inc – NOTICE OF SPECIAL MEETING OF MEMBERS (October 6th, 1997)

Exhibit 99.2 NOTICE OF SPECIAL MEETING OF MEMBERS HARBOR FINANCIAL M.H.C. 100 S. Second Street Fort Pierce, Florida 34950 (561) 461-2414 NOTICE OF SPECIAL MEETING OF MEMBERS To Be Held on December ____, 1997 NOTICE IS HEREBY GIVEN that a special meeting ("Special Meeting") of the members of Harbor Financial M.H.C. (the "Mutual Holding Company") will be held at _________________________ located at ________________________ Fort Pierce, Florida on December ____, 1997 at ________, Florida time, to consider and vote upon: 1. The approval of the Plan of Conversion of the Mutual Holding Company and Agreement and Plan of Reorganization between the Mutual Holding Company and Harbor

Harbor Florida Bancorp Inc – MANAGEMENT INCENTIVE COMPENSATION PLAN - FY 97 (August 11th, 1997)

MANAGEMENT INCENTIVE COMPENSATION PLAN - FY 97 PURPOSE The purpose of the Plan is to provide an incentive for extraordinary performance by those management personnel who, individually and collectively as a management team, have the greatest influence over the financial success of the Bank. In addition to its primary purpose, the Plan is designed to accomplish other important objectives of the Bank including: - fostering teamwork and cooperation among management personnel; - helping to retain, and encourage commitment on the part of management and key personnel; and - setting high goals and increasing returns to shareholders. ADMINISTRATION The Plan shall be administered by the Compensation Committee of the Bank's Board of Directors. PARTICIPANTS Participation is at the discretion of Senior Management, but is limited to management personnel who report directly to either a Senior Vic

Harbor Florida Bancorp Inc – RETIREMENT PLAN (August 11th, 1997)

HARBOR FEDERAL SAVINGS BANK NON-EMPLOYEE DIRECTORS' RETIREMENT PLAN TABLE OF CONTENTS SECTION TITLE PAGE 1 Purpose 1 2 Definitions 1 3 Administration 2 4 Participation 2 5 Annual Basic Benefits 3 6 Assignment and Alienation of Benefits 3 7 Amendment, Suspensions or Terminations 3 8 General

Harbor Florida Bancorp Inc – UNFUNDED DEFERRED COMPENSATION PLAN (August 11th, 1997)

UNFUNDED DEFERRED COMPENSATION PLAN FOR THE DIRECTORS OF HARBOR FEDERAL SAVINGS AND LOAN ASSOCIATION OF FORT PIERCE The provisions of the plan are as follows: 1. Each director may elect on or before December 31st of any year to defer all or a specified portion of his annual fees for succeeding calendar years. 2. Any person elected to fill a vacancy on the board, and who was not a director on the preceding December 31st, may elect, before his term begins, to defer all or a specified part of his annual fees for the balance of the calendar year following such election and for succeeding years. 3. Interest on the deferred fees is to be computed at the 2 1/2 year CD rate. 4. Amounts deferred under the plan, together with accumulated interest, will be distributed in annua

Harbor Florida Bancorp Inc – STOCK OPTION PLAN FOR NONEMPLOYEE DIRECTORS (December 20th, 1996)

EXHIBIT 10(C) HARBOR FEDERAL SAVINGS BANK STOCK OPTION PLAN FOR NONEMPLOYEE DIRECTORS EFFECTIVE: 1/6/94 HARBOR FEDERAL SAVINGS BANK 1994 STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS --------------------------- 1. Purpose ------- The purpose of this Harbor Federal Savings Bank 1993 Stock Option Plan for Non-employee Directors (the "Directors' Option Plan") is to promote the growth and profitability of Harbor Federal Savings Bank (the "Company") and to attract and retain experienced persons of the highest caliber as directors, to provide non-employee directors with an incentive to assume the significant duties and responsibilities entailed therewith and to achieve the long-term objectives of the Company by providing non

Harbor Florida Bancorp Inc – EMPLOYMENT AGREEMENT MICHAEL J. BROWN, SR. (December 20th, 1996)

EXHIBIT 10(A) EMPLOYMENT AGREEMENT MICHAEL J. BROWN, SR. EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of this 13th day of September, 1995 between Harbor Federal Savings Bank whose principal place of business is located at 100 S. Second Street, Fort Pierce, Florida 34950, Harbor Financial, M.H.C. (together, "Employer"), and Michael J. Brown Sr., whose residence is 10960 Kimberfyld Lane, Port St. Lucie, Florida ("Employee"). 1. Term of Employment. ------------------ 1.1. Initial Term. The Employer hereby employees the Employee and the ------------ Employee hereby accepts employment with the Employer for an initial term of two (2) years and four (4) months beginning on September 13, 1995 and terminating on January 6, 1988 (the "Initial Term"). 1.2. Renewal. This Employment Agreement and the employment term may be ------- extended for additional peri

Harbor Florida Bancorp Inc – RECOGNITION AND RETENTION PLAN AND TRUST AGREEMENT (December 20th, 1996)

EXHIBIT 10(D) HARBOR FEDERAL SAVINGS BANK RECOGNITION AND RETENTION PLAN EFFECTIVE: 1/6/94 HARBOR FEDERAL SAVINGS BANK RECOGNITION AND RETENTION PLAN AND TRUST AGREEMENT ARTICLE I. ESTABLISHMENT OF THE PLAN AND TRUST 1.01. Harbor Federal Savings Bank hereby establishes the Recognition and Retention Plan (the "Plan") and Trust (the "Trust") upon the terms and conditions hereinafter stated in this Recognition and Retention Plan and Trust Agreement (the "Agreement"). 1.02. The Trustee hereby accepts this Trust and agrees to hold the Trust assets existing on the date of this Agreement and all additions and accretions thereto upon the terms and conditions hereinafter stated. 1.03. The Trust hereby established shall b

Harbor Florida Bancorp Inc – 1993 INCENTIVE STOCK OPTION PLAN (December 20th, 1996)

EXHIBIT 10(B) HARBOR FEDERAL SAVINGS BANK 1993 INCENTIVE STOCK OPTION PLAN EFFECTIVE: 1/6/94 HARBOR FEDERAL SAVINGS BANK 1994 INCENTIVE STOCK OPTION PLAN -------------------------------- 1. Purpose ------- The purpose of this Harbor Federal Savings Bank ("Harbor Federal") Incentive Stock Option Plan (the "Plan") is to advance the interests of Harbor Federal and its shareholders by providing selected officers and key employees of Harbor Federal and its subsidiaries upon whose judgement, initiative and efforts the successful conduct of the business of Harbor Federal largely depends, with an additional incentive to continue to perform in a superior manner through the ownership of common stock of Harbor Federal. The Plan is also intended to encou