EXHIBIT 10.b
SECOND AMENDMENT TO
THE TRUST AGREEMENT UNDER
THE WASHINGTON TRUST COMPANY
SUPPLEMENTAL PENSION BENEFIT AND PROFIT SHARING PLAN
This Amendment made as of the 15th day of March, 2002, by and between The
Washington Trust Company (the "Company") and Cape Cod Bank and Trust Company
(the "Trustee").
WITNESSETH THAT:
A. WHEREAS, the Company adopted The Washington Trust Company Supplemental
Pension Benefit and Profit Sharing Plan; and
WHEREAS, the Company entered into a trust agreement with the Trustee
(the "Trust Agreement"); and
WHEREAS, the Company desires to amend the provisions of the Trust
Agreement; and
WHEREAS, Section 12 of the Trust Agreement allows the Trust Agreement
to be amended by written instrument executed by the Company and the
Trustee;
NOW, THEREFORE, the Trust Agreement is amended, by deleting the
first WHEREAS clause therein in its entirety and substituting the
following in lieu thereof:
"WHEREAS the Company has adopted The Washington Trust Company
Supplemental Pension Benefit and Profit Sharing Plan and Washington
Trust Bancorp, Inc. has adopted the Washington Trust Bancorp, Inc.
Supplemental Executive Retirement Plan, collectively (the `Plan');"
B. Except as amended above, the Trust Agreement remains in full force and
effect and is in all other respects ratified and confirmed.
IN WITNESS WHEREOF, the Company has caused this Amendment to be
executed as of the day set forth above.
THE WASHINGTON TRUST COMPANY
By: Xxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxx
Executive Vice President, Treasurer, and CFO
CAPE COD BANK AND TRUST COMPANY
By: Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx
Title: Retirement Services Officer
