Northern California Bancorp Inc Sample Contracts

EXHIBIT ITEM 10(ii)A(1)
Employment Contract • March 27th, 2000 • Northern California Bancorp Inc • State commercial banks • California
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AMENDMENT TO THE SALARY CONTINUATION AGREEMENT DATED DECEMBER 31, 1993
Continuation Agreement • March 27th, 2000 • Northern California Bancorp Inc • State commercial banks
EXHIBIT ITEM 10(II)A(2)
Employment Agreement • March 30th, 1998 • Northern California Bancorp Inc • State commercial banks • California
EMPLOYMENT CONTRACT
Employment Contract • May 14th, 2008 • Northern California Bancorp Inc • State commercial banks • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of the 1st day of January 2008, between MONTEREY COUNTY BANK, a California corporation (Bank”), and CHARLES T. CHRIETZBERG, JR. (“Executive”)

SUPPLEMENTAL LIFE INSURANCE AGREEMENT EFFECTIVE October 26, 2006
Supplemental Life Insurance Agreement • November 26th, 2007 • Northern California Bancorp Inc • State commercial banks • California

THIS SUPPLEMENTAL LIFE INSURANCE AGREEMENT (the “Agreement”) is adopted this 26th day of October, 2006, by and between MONTEREY COUNTY BANK, a state-chartered commercial bank located in Monterey, California (the “Bank”), and CHARLES T. CHRIETZBERG (the “Executive”).

FIRST AMENDMENT TO THE MONTEREY COUNTY BANK
Northern California Bancorp Inc • November 26th, 2007 • State commercial banks

THIS AMENDMENT is adopted this 31st day of October, 2006, by and between by and between MONTEREY COUNTY BANK located in Monterey, California (the “Bank”), and CHARLES T. CHRIETZBERG (the “Executive”).

EXHIBIT ITEM 10(ii)A(8) Amendment to the Salary Continuation Agreement Dated December 31,1993
Northern California Bancorp Inc • March 29th, 2002 • State commercial banks

This Amendment, made and entered into this 16th day of August, 2001, by and between Monterey County Bank, a Bank organized and existing under the laws of the State of California, hereinafter referred to as the, “Bank”, and Charles T. Chrietzberg, Jr., a Key Employee and Executive of the Bank, hereinafter referred to as the, “Executive”, shall effectively amend the Salary Continuation Agreement dated December 31, 1993 as specifically set forth herein pursuant to ARTICLE XII, MISCELLANEOUS, paragraph 12.01, Amendment, of said agreement. The Salary Continuation Agreement shall be amended as follows:

EXHIBIT ITEM 10(ii)A(6) Amendment to the Life Insurance Endorsement Method Split Dollar Plan Agreement Dated January 6, 2000
Dollar Plan Agreement • March 29th, 2002 • Northern California Bancorp Inc • State commercial banks

This Amendment, made and entered into this 16th day of August, 2001 by and between Monterey County Bank, a Bank organized and existing under the laws of the State of California, hereinafter referred to as the, “Bank”, and Charles T. Chrietzberg, Jr., a Key Employee and Executive of the Bank, hereinafter referred to as the, “Executive”, shall effectively amend the Life Insurance Endorsement Method Split Dollar Plan Agreement dated January 6, 2000 as specifically set forth herein. Said agreement shall be amended as follows:

AMENDMENT TO THE LIFE INSURANCE ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT
Method Split Dollar Plan Agreement • March 29th, 2002 • Northern California Bancorp Inc • State commercial banks

This Amendment, made and entered into this 16th day of August, 2001, by and between Monterey County Bank, a Bank organized and existing under the laws of the State of California, hereinafter referred to as the, “Bank”, and Charles T. Chrietzberg, Jr., a Key Employee and Executive of the Bank, hereinafter referred to as the, “Executive”, shall effectively amend the Life Insurance Endorsement Method Split Dollar Plan Agreement as specifically set forth herein.

FIRST AMENDMENT TO THE MONTEREY COUNTY BANK SUPPLEMENTAL LIFE INSURANCE AGREEMENT FOR CHARLES T. CHRIETZBERG
Northern California Bancorp Inc • March 26th, 2007 • State commercial banks

THIS AMENDMENT is adopted this 31st day of October, 2006, by and between MONTEREY COUNTY BANK located in Monterey, California (the “Bank”), and CHARLES T. CHRIETZBERG (the “Executive”).

UNITED STATES OF AMERICA BEFORE THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D.C.
Northern California Bancorp Inc • November 2nd, 2010 • State commercial banks

WHEREAS, Northern California Bancorp, Inc., Monterey, California (“NCB”), a registered bank holding company, owns and controls Monterey County Bank, Monterey, California (the “Bank”), a state-chartered nonmember bank, and various nonbank subsidiaries;

MERCHANT ASSET PURCHASE AGREEMENT
Merchant Asset Purchase Agreement • December 27th, 2011 • Northern California Bancorp Inc • State commercial banks • Georgia

THIS MERCHANT ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of November, 2010 by and between MONTEREY COUNTY BANK, a state chartered bank under the laws of the State of California (the “Bank”), Northern California Bancorp, Inc., a California corporation and the sole shareholder of the Bank (“Parent”), and ELAVON, INC., a Georgia corporation (“Elavon”).

FIRST ADDENDUM TO EMPLOYMENT CONTRACT OF CHARLES T. CHRIETZBERG, JR.
Northern California Bancorp Inc • March 27th, 2006 • State commercial banks

This First Addendum (“First Addendum”) to the Employment Contract of Charles T. Chrietzberg, Jr., dated January 1, 2005 (the “Agreement”), between Charles T. Chrietzberg, Jr. “Chrietzberg” and Monterey County Bank “Monterey”, is made effective this 1st day of January, 2006, and is by this reference incorporated therein.

THIRD FORBEARANCE AGREEMENT
Third Forbearance Agreement • October 19th, 2011 • Northern California Bancorp Inc • State commercial banks • Wisconsin

THIS THIRD FORBEARANCE AGREEMENT (this “Agreement”), is made effective as of September 29, 2011, by and between: (i) NORTHERN CALIFORNIA BANCORP, INC., a California corporation (“Borrower); and (ii) BMO Harris Bank N.A., as successor to M&I Marshall & Ilsley Bank (“Lender”).

MERCHANT ASSET PURCHASE AGREEMENT
Merchant Asset Purchase Agreement • April 13th, 2011 • Northern California Bancorp Inc • State commercial banks • Georgia

THIS MERCHANT ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of November, 2010 by and between MONTEREY COUNTY BANK, a state chartered bank under the laws of the State of California (the “Bank”), Northern California Bancorp, Inc., a California corporation and the sole shareholder of the Bank (“Parent”), and ELAVON, INC., a Georgia corporation (“Elavon”).

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