SUTRO & CO. INCORPORATED ___________________ UNDERWRITING AGREEMENT _______________ SHARES CAPITAL CORP OF THE WESTUnderwriting Agreement • August 8th, 1997 • Capital Corp of the West • State commercial banks • California
Exhibit 10 EMPLOYMENT AGREEMENT DATE: January 1, 2005 PARTIES: CAPITAL CORP. OF THE WEST, a California corporation, hereinafter referred to as "Employer"; and THOMAS T. HAWKER, herein after referred to as "Employee". RECITALS: 1. Employee is currently...Employment Agreement • November 4th, 2004 • Capital Corp of the West • State commercial banks • California
EXHIBIT 10.7 COUNTY BANKDeferred Compensation Agreement • March 17th, 2000 • Capital Corp of the West • State commercial banks • California
EMPLOYMENT AGREEMENT DATE: September 12, 2000 ---- PARTIES: CAPITAL CORP. OF THE WEST, A California Bank Holding Company, ------- hereinafter referred to as "Employer"; and THOMAS T. HAWKER, herein after referred to as "Employee". RECITALS: ---------...Employment Agreement • March 30th, 2001 • Capital Corp of the West • State commercial banks • California
Exhibit 99.1 CAPITAL CORP OF THE WEST SEVERANCE AGREEMENT This Severance Agreement is entered into as of the ____day of _________, 2004 by and between Capital Corp of the West (CCOW) and ___________________. I. Term Of Agreement The initial term of...Severance Agreement • December 27th, 2004 • Capital Corp of the West • State commercial banks • California
EXHIBIT 10.8Executive Salary Continuation Agreement • March 17th, 2000 • Capital Corp of the West • State commercial banks • California
) Written Agreement by and between ) ) COUNTY BANK ) Merced, California ) Docket No. 04-025-WA/RB-SM ) and ) ) FEDERAL RESERVE BANK OF ) SAN FRANCISCO ) San Francisco, California ) ) --------------------------------------------Written Agreement • October 29th, 2004 • Capital Corp of the West • State commercial banks
WHEREAS, County Bank, Merced, California (the "Bank"), a state chartered bank that is a member of the Federal Reserve System, is taking steps to address deficiencies identified by the Federal Reserve Bank of San Francisco (the "Reserve Bank") relating to compliance with applicable federal laws, rules, and regulations relating to anti-money laundering ("AML") policies and procedures, including the Currency and Foreign Transactions Reporting Act, 31 U.S.C. 5311 et seq. (the Bank Secrecy Act (the "BSA")); the rules and regulations issued thereunder by the U.S. Department of the Treasury (31 C.F.R. Part 103); and the AML provisions of Regulation H (12 C.F.R. 208.62 and 208.63) of the Board of Governors of the Federal Reserve System (the "Board of Governors");
EXHIBIT 10.6Change in Control Agreement • March 17th, 2000 • Capital Corp of the West • State commercial banks
Amended and Restated Salary Continuation AgreementSalary Continuation Agreement • April 20th, 2007 • Capital Corp of the West • State commercial banks • California
This Amended and Restated Salary Continuation Agreement (this “Agreement”) is entered into as of this 29th day of December, 2006, by and between Capital Corp of the West, a California bank holding company (the “Company”), and Thomas T. Hawker, (the “Executive”). This Agreement amends and restates the amended salary continuation agreement (“Original Agreement”) dated September 9, 2003 (and the other agreements, if any, referenced in the Original Agreement) and entered into by and between Company and the Executive to make changes to comply with section 409A of the Internal Revenue Code of 1986, as amended (“Code”), and make other changes.
Amended and Restated Severance AgreementSeverance Agreement • April 19th, 2007 • Capital Corp of the West • State commercial banks • California
This Amended and Restated Severance Agreement (“Agreement”) is entered into as of this 29th day of December, 2006, by and between Capital Corp of the West, a California corporation (“CCOW”), and John Incandela (the “Executive”). This Agreement amends and restates the severance agreement (“Original Agreement”) dated June 20, 2005 and entered into by and between CCOW and the Executive to make technical changes to comply with section 409A of the Internal Revenue Code of 1986, as amended (“Code”), and make other changes.
SEVERANCE AGREEMENTSeverance Agreement • July 11th, 2006 • Capital Corp of the West • State commercial banks • California
This Severance Agreement is entered into as of the 19th day of June 2006 by and between Capital Corp of the West (CCOW) and David Heaberlin (Executive).
Director Elective Income Deferral AgreementDirector Elective Income Deferral Agreement • December 29th, 2006 • Capital Corp of the West • State commercial banks • California
This Director Elective Income Deferral Agreement (this “Agreement”) is entered into as of this 15th day of December, 2006, by and among Capital Corp of the West, a California bank holding company (the “Company”), County Bank, a California banking corporation (the “Bank”), and _______________, a non-employee director of the Company (the “Director”).
Capital Corp of the West Salary Continuation AgreementSalary Continuation Agreement • July 11th, 2006 • Capital Corp of the West • State commercial banks • California
This Salary Continuation Agreement (this “Agreement”) is entered into as of this19th day of June, 2006, by and between Capital Corp of the West (the “Bank”) with its Main Office in Merced, California, and David A. Heaberlin de la Peña, Executive Vice President and Chief Financial Officer/Treasurer of the Bank (the “Executive”).
Rights Agent RIGHTS AGREEMENTRights Agreement • October 1st, 1997 • Capital Corp of the West • State commercial banks • California
Capital Corp of the West and Computershare Trust Company, N.A. as Rights Agent Amendment to the Shareholder Rights Agreement Dated as of September 26, 2007Shareholder Rights Agreement • September 27th, 2007 • Capital Corp of the West • State commercial banks
This Amendment to the Shareholder Rights Agreement dated as September 26, 2007 between Capital Corp of the West, a California corporation (the “Company”) and Computershare Trust Company, N.A. (the “Rights Agent”).
Written Agreement among Docket No. 08-014-WA/RB-HC CAPITAL CORP OF THE WEST 08-014-WA/RB-SM Merced, California COUNTY BANK Merced, California and FEDERAL RESERVE BANK OF SAN FRANCISCO San Francisco, CaliforniaWritten Agreement • August 11th, 2008 • Capital Corp of the West • State commercial banks
WHEREAS, in recognition of their common goal to maintain the financial soundness of Capital Corp of the West, Merced, California (“Capital Corp”), a registered bank holding company, and its subsidiary bank, County Bank, Merced, California (the “Bank”), a California state-chartered bank that is a member of the Federal Reserve System, Capital Corp, the Bank, and the Federal Reserve Bank of San Francisco (the “Reserve Bank”), have mutually agreed to enter into this Written Agreement (the “Agreement”); and
AMENDMENT TO THE CAPITAL CORP OF THE WEST 401(K) PLAN401(k) Plan Amendment • June 17th, 2005 • Capital Corp of the West • State commercial banks
BRANCH PURCHASE AND ASSUMPTION AGREEMENTBranch Purchase and Assumption Agreement • July 14th, 1997 • Capital Corp of the West • State commercial banks • California
PENSION SPECIALISTS, INC.Profit Sharing/401(k) Plan Adoption Agreement • June 17th, 2005 • Capital Corp of the West • State commercial banks
By executing this Profit Sharing/401 (k) plan Adoption Agreement (the ?Agreement?) under the Pension Specialists, Inc. Plan, the Employer agrees to establish or continue a profit sharing plan or a profit sharing plan with a 401(k) feature, as selected below, for its Employees. The plan adopted by the Employer consists of the Basic Plan Document (the ?BPD?) and the elections made under this Agreement (collectively referred to as the ?Plan?). A Related Employer may jointly co-sponsor the Plan by signing a Co-Sponsor Adoption Page, which is attached to this Agreement. (See Section 22.164 of the BPD for the definition of a Related Employer.) This Plan is effective as of the Effective Date identified on the Signature Page of this Agreement.
STOCK PURCHASE AGREEMENT CAPITAL CORP OF THE WEST AS “BUYER” BAY VIEW FUNDING AS “COMPANY” AND VINCE NAREZ AS “SHAREHOLDER REPRESENTATIVE”Stock Purchase Agreement • November 9th, 2007 • Capital Corp of the West • State commercial banks
Rights Agent RIGHTS AGREEMENTRights Agreement • October 1st, 1997 • Capital Corp of the West • State commercial banks • California
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 20th, 2007 • Capital Corp of the West • State commercial banks • California
This Amended and Restated Employment Agreement (this “Agreement”) is entered into by and between Capital Corp of the West, a California bank holding company (“Company”) and Thomas T. Hawker, President and Chief Executive Officer of Company (“Executive”), as of December 29, 2006 (the “Effective Date). This Agreement amends and restates the Employment Agreement dated January 1, 2005, as previously amended (“Original Agreement”) by and between the Company and Executive (collectively referred to as the “Parties”) to modify the terms of employment, make changes to comply with section 409A of the Internal Revenue Code of 1986, as amended (“Code”), and make other changes.
PENSION SPECIALISTS, INC. PROFIT SHARING/401(k) PROTOTYPE PLAN AND TRUST SPONSORED BY PENSION SPECIALISTS, INC. PROFIT SHARING/401(k) PROTOTYPE BASIC PLAN DOCUMENT #02 ARTICLE 1 PLAN ELIGIBILITY AND PARTICIPATIONProfit Sharing/401(k) Prototype Plan and Trust • June 17th, 2005 • Capital Corp of the West • State commercial banks
COUNTY BANK DIRECTOR ELECTIVE INCOME DEFERRAL AGREEMENTDirector Elective Income Deferral Agreement • December 23rd, 2004 • Capital Corp of the West • State commercial banks • California
EMPLOYMENT AGREEMENTEmployment Agreement • May 10th, 2004 • Capital Corp of the West • State commercial banks • California
PURCHASE AND ASSUMPTION AGREEMENT BY AND BETWEEN NATIONAL BANK OF ARIZONA AND COUNTY BANKPurchase and Assumption Agreement • November 9th, 2007 • Capital Corp of the West • State commercial banks • Arizona
This Purchase and Assumption Agreement (the "Agreement") dated as of June 11, 2007 is made and entered into by National Bank of Arizona, a national banking association with its head office at 335 North Wilmot Road, Tucson, Arizona 85711 and its principal executive offices at 6001 North Twenty-Fourth Street, Phoenix, Arizona 85016 ("Seller"), and County Bank, a California banking corporation, with its principal office at 550 West Main Street, Merced, California 95340 ("Buyer").
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 4th, 2008 • Capital Corp of the West • State commercial banks
THIS AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (“AMENDMENT”) is made and entered into this October 5, 2007, by and among Capital Corp of the West, a California bank holding company (“Buyer”), Bay View Funding, a California corporation, and Vince Narez.
EMPLOYMENT AGREEMENTEmployment Agreement • August 13th, 2002 • Capital Corp of the West • State commercial banks • California
EMPLOYMENT AGREEMENTEmployment Agreement • November 17th, 2008 • Capital Corp of the West • State commercial banks • California
This Employment Agreement (this “Agreement”) is entered into by and between Capital Corp of the West, a California bank holding company (“CCOW” or “Company”) and Richard Cupp, as of August 15, 2008 (the “Effective Date) and shall be in effect for the period of one year, subject to renewal for such term as may be agreed upon by the parties. This Agreement by and between the Company and Executive (collectively referred to as the “Parties”) is intended, where applicable, to comply with section 409A of the Internal Revenue Code of 1986, as amended (“Code”). While following execution this Agreement shall be effective as of the Effective Date, it shall not be executed by the parties or become effective until all required regulatory approvals have been received.
CAPITAL CORP OF THE WEST AMENDED SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • November 14th, 2003 • Capital Corp of the West • State commercial banks • California
THIS AMENDED SALARY CONTINUATION AGREEMENT (this “Agreement”) is entered into as of this 16th day of October, 2003, by and between Capital Corp of the West with its main office in Merced, California (the “Bank”), and of the Bank (the “Executive”).
