FSB Community Bankshares Inc Sample Contracts

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RP® FINANCIAL, LC.
FSB Community Bankshares Inc • March 16th, 2007

This letter sets forth the agreement between Fairport Savings Bank, Fairport, New York (the “Bank”), and RP® Financial, LC. (“RP Financial”) for the independent appraisal services in connection with the “Minority Stock Issuance” by a newly formed mid-tier stock holding company that will be a subsidiary of a newly formed mutual holding company (the “MHC”). The specific appraisal services to be rendered by RP Financial are described below.

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 29th, 2012 • FSB Community Bankshares Inc • Savings institution, federally chartered • New York

This Agreement is entered into this 28th day of March, 2012 by and between Fairport Savings Bank (the “Bank”), a federally chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Kevin Maroney (“Executive”).

FSB Community Bankshares, Inc. and Fairport Savings Bank Executive Compensation Clawback Agreement
Clawback Agreement • March 29th, 2012 • FSB Community Bankshares Inc • Savings institution, federally chartered • New York

WHEREAS, FSB Community Bankshares, Inc. (the “Company”) and Fairport Savings Bank (the “Bank”) are required to recover from certain current and former executive officers any excess incentive-based compensation, including bonus compensation or equity compensation, that was paid to such executives on the basis of incorrect financial information, pursuant to Section 304 of the Sarbanes-Oxley Act of 2002 (“SOX”) and pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2012 (“Dodd-Frank”); and

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2007 • FSB Community Bankshares Inc • New York

This Agreement is made effective as of March 1, 2006 by and between Fairport Savings Bank (the “Bank”), a federally-chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Dana Gavenda (“Executive”).

FAIRPORT SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT
Supplemental Executive Retirement Agreement • August 4th, 2010 • FSB Community Bankshares Inc • Savings institution, federally chartered • New York

This SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT (this “Agreement”) is entered into this 30 day of July, 2010, by and between Fairport Savings Bank, a savings association located in Fairport, New York (the “Bank”), and Kevin Maroney (the “Executive”).

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