Exhibit 10.9
------------
Amendment No. 1 to Employment Agreement
This AMENDMENT NO. 1 TO THE EMPLOYMENT AGREEMENT by and between MYSTIC
FINANCIAL, INC., a publicly-held business corporation organized and operating
under the laws of the Commonwealth of Massachusetts and having an office at
00 Xxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxxxxx 00000 ("Company") and XXXXXXX X. XXXXX,
an individual residing at 00 Xxxxxx Xxxxx Xxxx, Xxxxx, Xxx Xxxxxxxxx 00000
("Executive") is hereby made and entered into effective as of December 10,
2003 modifying the Employment Agreement between the Company and the
Executive dated February 4, 2002 ("Employment Agreement"). Any reference to
"Bank" herein shall mean Medford Co-operative Bank, a wholly-owned
subsidiary of the Company, or any successor thereto.
W i t n e s s e t h:
-------------------
WHEREAS, the Executive currently serves the Company and the Bank in the
capacity of Chief Financial Officer; and
WHEREAS, the Executive and the Company now wish to modify the Employment
Agreement pursuant to Section 23 of the Employment Agreement;
NOW THEREFORE, in consideration of the premises and the mutual covenants
and conditions hereinafter set forth, the Company and the Executive hereby
agree to amend the Employment Agreement by adding a new Section 9(b)(v)
thereto and replacing the last full paragraph of Section 9 with the
following:
(v) within thirty (30) days following his termination of
employment with the Company, a lump sum payment, in an amount equal
to the value of the bonuses that the Executive would have earned if
he had continued working for the Company during the Remaining
Unexpired Employment Period with such amount determined by
multiplying the Remaining Unexpired Employment Period by the amount
of the highest bonus paid to the Executive in the three-year period
immediately preceding the Executive's termination of employment, such
lump sum to be paid in lieu of all other bonus payments provided for
under this Agreement in respect of the period following any such
termination.
The Company and the Executive hereby stipulate that the damages which may
be incurred by the Executive following any such termination of employment
are not capable of accurate measurement as of the date above first written
and that the payments and benefits contemplated by this section 9(b)
constitute reasonable damages under the circumstances and shall be payable
without any requirement of proof of actual damage and without regard to the
Executive's efforts, if any, to mitigate damages. The Company and Executive
further agree that the Company may condition the payments and benefits (if
any) due under sections 9(b)(iii), 9(b)(iv) and 9(b)(v) on the receipt of
the Executive's resignation from any and all positions which he holds as an
officer, director or committee member with respect to the Company, the Bank
or any subsidiary or affiliate of either of them.
1
IN WITNESS WHEREOF, the Company has caused this Amendment No. 1 to be
executed and the Executive has hereunto set his hand, all as of the day and
year first above written.
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------
XXXXXXX X. XXXXX
ATTEST:
MYSTIC FINANCIAL, INC.
By: /s/ Xxxx X'Xxxxxxx By: /s/ Xxxx X. XxXxxxx
------------------------- --------------------------------
SECRETARY NAME: XXXX X. XXXXXXX
TITLE: CHAIRMAN OF THE BOARD
[Seal]
2
