Common use of Employee Benefit Plans and Programs Clause in Contracts

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plans, any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, stock option and appreciation rights plans and restricted stock plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance equal to $ per month to pay for, among other things, the costs of an automobile and club memberships, including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at such clubs. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans covering employees of the Bank (including but not limited to the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit Pension Plan, the Bank’s 401(k) Plan, the Bank’s 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the EIP and any incentive compensation plans or programs, program or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers Bank shall provide the Executive with an expense allowance (“Expense Allowance”) payable monthly equal to $ $500 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on the Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that he drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and wishes to seek reimbursement as provided herein for such excess, then within 40 days after the end of such calendar year, the Executive shall provide information to the Bank (as well as any additional information as the Bank may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Bank to be more than 3,600 (“Covered Business Miles”), the Bank will provide the Executive an additional reimbursement for the Business Miles in excess of the Covered Business Miles at a rate equal to the standard mileage rate as published by the Internal Revenue Service for the period in which the excess Business Miles were incurred (“Reimbursement Rate”), with such reimbursement to be provided no later than March 15 of the year immediately following the year in which the excess Business Miles were incurred. The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Bank or suretyobviate the Executive’s obligation, initiation legal or membership feesotherwise, annual dues, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers Bank shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation vacations consistent with the Employers’ Bank’s policy for executive officers. (e) The Bank shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employer’s expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employer and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employer does not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employer for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employer and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employer of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employer or the Executive, shall not exceed $2,000 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost, and such reimbursement shall be paid promptly by the Employer and in any event no later than March 15 of the year immediately following the year in which the Annual Cost was incurred. The Annual Cost shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plans, any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, programs or any stock option and appreciation rights benefit plans and restricted stock plansthat may be adopted in the future) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. It is the intent of the Board of Directors of the Company and/or the Bank to develop and adopt a long-term incentive plan (which may be equity and/or cash based) by the end of calendar year 2005. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance equal to $ per month to pay for, among other things, the costs of an automobile and club memberships, including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at such clubs. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $ (the “Annual Cost”). The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plans, any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, programs or any stock option and appreciation rights benefit plans and restricted stock plansthat may be adopted in the future) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. It is the intent of the Board of Directors of the Company and/or the Bank to develop and adopt a long-term incentive plan (which may be equity and/or cash based) by the end of calendar year 2005. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance equal to $ per month to pay for, among other things, the costs of an automobile and club memberships, including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at such clubs. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $ (the “Annual Cost”). The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plans, any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, programs or any stock option and appreciation rights benefit plans and restricted stock plansthat may be adopted in the future) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. It is the intent of the Board of Directors of the Company and/or the Bank to develop and adopt a long-term incentive plan (which may be equity and/or cash based) by the end of calendar year 2005. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance equal to $ per month to pay for, among other things, the costs of an automobile and club memberships, including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at such clubs. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. The Executive shall be entitled to five weeks paid vacation in each fiscal year, such vacations to be taken consistent with the Employers’ need for Executive’s on-site leadership responsibilities. Executive may not carry over vacation days from fiscal year to year, or be paid extra for unused vacation days, except with the approval of the Bank Board. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $ (the “Annual Cost”). The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plans, any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, stock option and appreciation rights plans and restricted stock plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance equal to $ per month to pay for, among other things, the costs of an automobile and club memberships, including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at such clubs. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. The Executive shall be entitled to up to five weeks paid vacation in each fiscal year, such vacations to be taken consistent with the Employers’ need for Executive’s on-site leadership responsibilities. Executive may not carry over vacation days from fiscal year to year, or be paid extra for unused vacation days, except with the approval of the Bank Board.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans covering employees of the Bank (including but not limited to the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit Pension Plan, the Bank’s 401(k) Profit Sharing Plan, the Bank’s 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, program or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers Bank shall provide the Executive with an expense allowance (“Expense Allowance”) equal to $ $500 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that he drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Bank (as well as any additional information as the Bank may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Bank to be more than 3,600 (“Covered Business Miles”), the Bank will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the standard mileage rate as published by the Internal Revenue Service for the period in which the excess Business Miles were incurred (“Reimbursement Rate”). The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Bank or suretyobviate the Executive’s obligation, initiation legal or membership feesotherwise, annual dues, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers Bank shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation vacations consistent with the Employers’ Bank’s policy for executive officers. (e) The Bank shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employer’s expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employer and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employer does not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employer for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employer and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employer of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employer or the Executive, shall not exceed $2,000 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. (f) The Executive shall move his principal residence to the New Haven area as soon as practicable. In connection therewith, the Bank shall (i) reimburse the Executive for reasonable temporary housing, meals and related costs incurred for a period up to ninety (90) days after the Effective Date (which period may be extended beyond ninety (90) days with the prior written consent of the Chief Executive Officer), subject to a budget approved by the Chief Financial Officer of the Bank; (ii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable moving, packing, unpacking and housekeeping set up costs associated with such move, subject to a budget approved by the Chief Financial Officer of the Bank; and (iii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable closing costs and fees in connection with the Executive’s purchase of a primary residence in the New Haven area (including costs related to mortgage financing, legal, and title, but excluding any broker’s commission), subject to a budget approved by the Chief Financial Officer of the Bank.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans covering employees of the Bank (including but not limited to the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit Pension Plan, the Bank’s 401(k) Profit Sharing Plan, the Bank’s 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, program or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers Bank shall provide the Executive with an expense allowance (“Expense Allowance”) equal to $ $500 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that he drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Bank (as well as any additional information as the Bank may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Bank to be more than 3,600 (the amount shall be pro-rated for the year ended December 31, 2006 based on the Effective Date) (“Covered Business Miles”), the Bank will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the standard mileage rate as published by the Internal Revenue Service for the period in which the excess Business Miles were incurred (“Reimbursement Rate”). The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Bank or suretyobviate the Executive’s obligation, initiation legal or membership feesotherwise, annual dues, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers Bank shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation vacations consistent with the Employers’ Bank’s policy for executive officers. (e) The Bank shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employer’s expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employer and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employer does not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employer for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employer and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employer of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employer or the Executive, shall not exceed $2,000 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. (f) The Executive shall move his principal residence to the New Haven area as soon as practicable. In connection therewith, the Bank shall (i) reimburse the Executive for reasonable temporary housing, meals and related costs incurred for a period up to ninety (90) days after the Effective Date (which period may be extended beyond ninety (90) days with the prior written consent of the Chief Executive Officer), subject to a budget approved by the Chief Financial Officer of the Bank; (ii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable moving, packing, unpacking and housekeeping set up costs associated with such move, subject to a budget approved by the Chief Financial Officer of the Bank; and (iii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable closing costs and fees in connection with the Executive’s purchase of a primary residence in the New Haven area (including costs related to mortgage financing, legal, and title, but excluding any broker’s commission), subject to a budget approved by the Chief Financial Officer of the Bank.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including, but not limited to the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit pension plan the Bank’s 401(k) Profit Sharing Plan, the Bank’s Supplemental Executive Retirement Plan and the Bank’s 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights benefit plans and restricted stock plansthat may be adopted in the future) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. It is the intent of the Board of Directors of the Company to develop and adopt a stock-based long-term incentive compensation plan or plans by the end of calendar year 2005. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance (“Expense Allowance”) equal to $ $800 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that she drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 7,500 (except for the year ended December 31, 2004, the amount shall be 5,625 miles) (“Covered Business Miles”), the Bank or suretythe Company will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the rate of $0.375 per mile (“Reimbursement Rate”). The Expense Allowance, initiation the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive’s obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. The Executive shall be entitled to five weeks paid vacation in each fiscal year, such vacations to be taken consistent with the Employers’ need for Executive’s on-site leadership responsibilities. Executive may not carry over vacation days from fiscal year to year, or be paid extra for unused vacation days, except with the approval of the Bank Board. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $3,000 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of Executive for the Annual Cost shall take into account the federal and state income tax effect on Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for Executive’s costs of membership in a New Haven luncheon club and the New Haven Country Club (or such other country club as reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the clubs (“Club Expenses”). The Executive shall be reimbursed for the cost of Club Expenses expended by the Executive and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect on the Executive of receipt of or reimbursement for the Club Expenses.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including but not limited to, the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit pension plan the Bank’s 401(k) Profit Sharing Plan, the Bank’s Supplemental Executive Retirement Plan and the Bank’s 2004 Supplemental Executive Retirement Plan and any similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights benefit plans and restricted stock plansthat may be adopted in the future) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. It is the intent of the Board of Directors of the Company to develop and adopt a stock-based long-term incentive compensation plan or plans by the end of calendar year 2005. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance (“Expense Allowance”) equal to $ $600 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that she drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 5,000 (except for the year ended December 31, 2004, the amount shall be 3,750 miles) (“Covered Business Miles”), the Bank or suretythe Company will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the rate of $0.375 per mile (“Reimbursement Rate”). The Expense Allowance, initiation the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive’s obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $2,500 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of Executive for the Annual Cost shall take into account the federal and state income tax effect on Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for Executive’s cost of membership in a mutually agreed upon club (or such successor club reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the club (“Club Expenses”). The Executive shall be reimbursed for the cost of Club Expenses expended by the Executive and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect on the Executive of receipt of reimbursement for the Club Expenses.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans covering employees of the Bank (including but not limited to the Company's Employee Stock Ownership Plan (the "ESOP"), the Bank's defined benefit Pension Plan, the Bank's 401(k) Profit Sharing Plan, the Bank's 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, program or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s 's customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers Bank shall provide the Executive with an expense allowance ("Expense Allowance") equal to $ $500 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that he drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Bank (as well as any additional information as the Bank may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Bank to be more than 3,600 (the amount shall be pro-rated for the year ended December 31, 2004 based on the Effective Date) (“Covered Business Miles”), the Bank will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the rate of $0.375 per mile (“Reimbursement Rate”). The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Bank or suretyobviate the Executive's obligation, initiation legal or membership feesotherwise, annual dues, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive's personal use of an automobile. (c) The Employers Bank shall provide and pay for a parking space for Executive in the Bank’s 's main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation vacations consistent with the Employers’ Bank's policy for executive officers. (e) The Bank shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employer's expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the "Tax Service Professional") selected by the Employer and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employer does not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employer for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employer and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employer of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employer or the Executive, shall not exceed $2,000 (the "Annual Cost"), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Bank Board and, if increased, shall be reflected in an addendum hereto. (f) The Executive shall move his principal residence to the New Haven area as soon as practicable. In connection therewith, the Bank shall (i) reimburse the Executive for reasonable temporary housing, meals and related costs incurred for a period up to ninety (90) days after the Effective Date (which period may be extended beyond ninety (90) days with the prior written consent of the Chief Executive Officer), subject to a budget approved by the Chief Financial Officer of the Bank; (ii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable moving, packing, unpacking and housekeeping set up costs associated with such move, subject to a budget approved by the Chief Financial Officer of the Bank; and (iii) provided the Executive purchases a primary residence in the New Haven area within two years following the Effective Date, reimburse the Executive for all reasonable closing costs and fees in connection with the Executive's purchase of a primary residence in the New Haven area (including costs related to mortgage financing, legal, and title, but excluding any broker's commission), subject to a budget approved by the Chief Financial Officer of the Bank.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including, but not limited to the Company's Employee Stock Ownership Plan (the "ESOP"), the Bank's defined benefit pension plan the Bank's 401(k) Profit Sharing Plan, the Bank's Supplemental Executive Retirement Plan and the Bank's 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s 's and the Bank’s 's customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance ("Expense Allowance") equal to $ $800 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that she drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 7,500 (except for the year ended December 31, 2004, the amount shall be 5,625 miles) (“Covered Business Miles”), the Bank or suretythe Company will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the rate of $0.375 per mile (“Reimbursement Rate”). The Expense Allowance, initiation the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive's obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive's personal use of an automobile. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s 's main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ ' policy for executive officers. The Executive shall be entitled to five weeks paid vacation in each fiscal year, such vacations to be taken consistent with the Employers' need for Executive's on-site leadership responsibilities. The Executive may not carry over vacation days from fiscal year to year, or be paid extra for unused vacation days, except with the approval of the Bank Board. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers' expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the "Tax Service Professional") selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $3,000 (the "Annual Cost"), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for the Executive's costs of membership in a New Haven luncheon club and the New Haven Country Club (or such other country club as reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the clubs ("Club Expenses"). The Executive shall be reimbursed for the cost of Club Expenses expended by the Executive and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect on the Executive of receipt of or reimbursement for the Club Expenses.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including, but not limited to Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit Pension Plan, the Bank’s 401(k) Profit Sharing Plan, the Bank’s Supplemental Executive Retirement Plan and the Bank’s 2004 Supplemental Executive Retirement Plan and any other similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance (“Expense Allowance”) payable monthly equal to $ $600 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on the Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that he drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 40 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 5,000 (“Covered Business Miles”), the Bank or suretythe Company will provide the Executive an additional reimbursement for the Business Miles in excess of the Covered Business Miles at a rate equal to the standard mileage rate as published by the Internal Revenue Service for the period in which the excess Business Miles were incurred (“Reimbursement Rate”), initiation with such reimbursement to be provided no later than March 15 of the year immediately following the year in which the excess Business Miles were incurred. The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive’s obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers shall provide and pay for a parking space for the Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of his choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $2,500 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost, and such reimbursement shall be paid promptly by the Employers and in any event no later than March 15 of the year immediately following the year in which the Annual Cost was incurred. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for the Executive’s cost of membership in the Graduate Club (or such other club reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the club (“Club Expenses”). The Executive shall be reimbursed for the cost of Club Expenses expended by Executive no later than March 15 of the year immediately following the year in which the Club Expenses were incurred, and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect or the Executive of receipt of reimbursement for the Club Expenses.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including but not limited to, the Company's Employee Stock Ownership Plan (the "ESOP"), the Bank's defined benefit pension plan the Bank's 401(k) Profit Sharing Plan, the Bank's Supplemental Executive Retirement Plan and the Bank's 2004 Supplemental Executive Retirement Plan and any similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s 's and the Bank’s 's customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance ("Expense Allowance") equal to $ $600 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that she drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 45 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 5,000 (except for the year ended December 31, 2004, the amount shall be 3,750 miles) (“Covered Business Miles”), the Bank or suretythe Company will provide Executive an additional reimbursement within 45 days of such determination for the Business Miles in excess of the Covered Business Miles at the rate of $0.375 per mile (“Reimbursement Rate”). The Expense Allowance, initiation the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive's obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive's personal use of an automobile. (c) The Employers shall provide and pay for a parking space for Executive in the Bank’s 's main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ ' policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers' expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the "Tax Service Professional") selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $2,500 (the "Annual Cost"), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for the Executive's cost of membership in a mutually agreed upon club (or such successor club reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the club ("Club Expenses"). The Executive shall be reimbursed for the cost of Club Expenses expended by the Executive and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect on the Executive of receipt of reimbursement for the Club Expenses.

Employee Benefit Plans and Programs. (a) During the Employment Period, the Executive shall be treated as an employee of the Company and the Bank and shall be entitled to participate in and receive benefits under any and all qualified or non-qualified retirement, pension, savings or profit-sharing plansplans (including but not limited to, the Company’s Employee Stock Ownership Plan (the “ESOP”), the Bank’s defined benefit pension plan the Bank’s 401(k) Profit Sharing Plan, the Bank’s Supplemental Executive Retirement Plan and the Bank’s 2004 Supplemental Executive Retirement Plan and any similar plans that may be adopted in the future), any and all group life, health (including hospitalization, medical and major medical), dental, accident and long-term disability insurance plans, and any other employee benefit and compensation plans (including, but not limited to, the ESTIP and any incentive compensation plans or programs, programs or any stock option and appreciation rights plans and restricted stock benefit plans) as may from time to time be maintained by, or cover employees of, the Company and the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Company’s and the Bank’s customary practices. The level of participation by the Executive in any stock option plan or restricted stock plan shall be at a level which is deemed appropriate by the Company Board. Nothing paid to the Executive under any such plan or program will be deemed to be in lieu of other compensation to which the Executive is entitled under this Agreement. (b) During the Employment Period, the Employers shall provide the Executive with an expense allowance (“Expense Allowance”) payable monthly equal to $ $600 per month to pay for, among other things, for the costs of an automobile automobile. Such Expense Allowance shall take into account the federal and club membershipsstate income tax effect on the Executive of receipt of such allowance. In the event that with respect to a given calendar year occurring during the term of this Agreement, including all membership bonds the Executive believes that she drove during such year Business Miles (as hereinafter defined) in excess of the Covered Business Miles (as hereinafter defined) in connection with the business of the Bank and/or the Company and wishes to seek reimbursement as provided herein for such excess, within 40 days after the end of such calendar year, the Executive shall provide information to the Company and the Bank (as well as any additional information as the Employers may reasonably request in order to review the Executive’s claim) with respect to the number of miles driven in the such calendar year in connection with the business of the Bank and/or the Company (“Business Miles”). In the event the number of Business Miles driven during such calendar year is determined by the Employers to be more than 5,000 (“Covered Business Miles”), the Bank or suretythe Company will provide the Executive an additional reimbursement for the Business Miles in excess of the Covered Business Miles at a rate equal to the standard mileage rate as published by the Internal Revenue Service for the period in which the excess Business Miles were incurred (“Reimbursement Rate”), initiation with such reimbursement to be provided no later than March 15 of the year immediately following the year in which the excess Business Miles were incurred. The Expense Allowance, the Covered Business Miles and the Reimbursement Rate shall be reviewed annually by the Compensation Committee of the Company Board and, if increased, shall be reflected in an addendum hereto. Notwithstanding the foregoing, nothing herein shall be deemed to impose upon the Employers or membership feesobviate the Executive’s obligation, annual dueslegal or otherwise, capital assessments, and all business-related expenses incurred at such clubsto maintain liability insurance with respect to the Executive’s personal use of an automobile. (c) The Employers shall provide and pay for a parking space for the Executive in the Bank’s main office parking garage or, if such space shall become unavailable due to tenant commitments or otherwise, in an alternative convenient closed parking garage. (d) The Executive shall be entitled to paid holidays and paid vacation consistent with the Employers’ policy for executive officers. (e) The Employers shall provide during the term of this Agreement, subject to the limitations set forth herein, for the Executive to receive, at the Employers’ expense, the services of a tax professional and a personal financial planning professional (which may be the same person or entity for both services) (the “Tax Service Professional”) selected by the Employers and reasonably satisfactory to the Executive. Subject to the limitations set forth herein, if the Employers do not specify a Tax Services Professional reasonably acceptable to the Executive, the Executive will be entitled to use the services of a Tax Services Professional of her choosing and seek reimbursement by the Employers for the reasonable cost of such Tax Service Professional actually incurred by the Executive. The services to be provided shall include (i) the preparation of all required federal, state and local personal income tax returns, (ii) advice with respect to federal, state and local income tax treatment of cash and other forms of compensation paid to the Executive by the Employers and (iii) investment and retirement counseling and estate planning. Notwithstanding the foregoing, the annual cost to the Employers of providing the services to the Executive of such Tax Service Professional, whether such Tax Service Professional is selected by the Employers or the Executive, shall not exceed $2,500 (the “Annual Cost”), prior to any adjustment for income tax effects of reimbursement for such expense. Reimbursement of the Executive for the Annual Cost shall take into account the federal and state income tax effect on the Executive of receipt of such Annual Cost, and such reimbursement shall be paid promptly by the Employers and in any event no later than March 15 of the year immediately following the year in which the Annual Cost was incurred. The Annual Cost shall be reviewed annually by the Compensation Committee of the Company and, if increased, shall be reflected in an addendum hereto. (f) During the Employment Period, the Employers will reimburse and/or pay for the Executive’s cost of membership in a mutually agreed upon club (or such successor club reasonably agreed to by the Employers and the Executive), including all membership bonds or surety, initiation or membership fees, annual dues, capital assessments, and all business-related expenses incurred at the club (“Club Expenses”). The Executive shall be reimbursed for the cost of Club Expenses expended by the Executive no later than March 15 of the year immediately following the year in which the Club Expenses were incurred, and any such reimbursement and/or payment of the Club Expenses by the Employers shall take into account the federal and state income tax effect on the Executive of receipt of reimbursement for the Club Expenses.