0001104659-03-004793 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • March 24th, 2003 • Pacific Northwest Bancorp • State commercial banks • Washington

This Consulting Agreement (“Agreement”) is made this 28th day of October, 2002, between PACIFIC NORTHWEST BANCORP (“Pacific”), PACIFIC NORTHWEST BANK and KATHRYN L. M. SPERE.

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SEVERANCE/CHANGE OF CONTROL AGREEMENT
Control Agreement • March 24th, 2003 • Pacific Northwest Bancorp • State commercial banks • Washington

This Severance/Change of Control Agreement (“Agreement”) signed November 7, 2002, between PACIFIC NORTHWEST BANCORP and PACIFIC NORTHWEST BANK (hereinafter referred to jointly as “Pacific” unless Pacific Northwest Bank is specifically mentioned) and CHRISTIAN R. RASMUSSEN (“Executive”) takes effect on the effective date of the Merger of Bank of the Northwest into Pacific Northwest Bank (“Effective Date”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 24th, 2003 • Pacific Northwest Bancorp • State commercial banks • Washington

This Employment Agreement (“Agreement”) signed October 28, 2002, between PACIFIC NORTHWEST BANCORP (“Pacific”), PACIFIC NORTHWEST BANK and DANIEL J. DURKIN (“Executive”) takes effect on the Effective Date of the Merger of Bank of the Northwest into Pacific Northwest Bank (“Effective Date”).

CONSULTING AGREEMENT
Consulting Agreement • March 24th, 2003 • Pacific Northwest Bancorp • State commercial banks • Washington

This Consulting Agreement (“Agreement”) is made this 8th day of November, 2002, between PACIFIC NORTHWEST BANCORP (“Pacific”), PACIFIC NORTHWEST BANK and MARK A. COFFEY.

EMPLOYMENT AGREEMENT GEORGE P. BRACE
Employment Agreement • March 24th, 2003 • Pacific Northwest Bancorp • State commercial banks • Washington

This Employment Agreement (this “Agreement”) is made on the 24th day of April, 2002 between PACIFIC NORTHWEST BANCORP and PACIFIC NORTHWEST BANK (hereinafter jointly referred to as the “Bank”) and GEORGE P. BRACE (hereinafter referred to as “Executive”), who agree as follows:

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