0001193125-14-003050 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • January 6th, 2014 • Heritage Financial Corp /Wa/ • Savings institutions, not federally chartered • Washington

This EMPLOYMENT AGREEMENT is made and entered into as of January 2, 2014 by and between HERITAGE FINANCIAL CORPORATION and DAVID A. SPURLING. As used in this Agreement, capitalized terms have the meanings set forth in Section 21.

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HERITAGE FINANCIAL CORPORATION DEFERRED COMPENSATION PLAN PARTICIPATION AGREEMENT
Participation Agreement • January 6th, 2014 • Heritage Financial Corp /Wa/ • Savings institutions, not federally chartered

This Participation Agreement (“Participation Agreement”) is entered into as of January 2, 2014 (the “Award Date”) by and between HERITAGE FINANCIAL CORPORATION (the “Company”) and DAVID A. SPURLING, an employee of the Company (the “Participant”). Except for terms defined herein, any capitalized term in this Participation Agreement has the meaning ascribed to that term under the Heritage Financial Corporation Deferred Compensation Plan, as amended (the “Plan”).

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