Exhibit 10.2
AMENDMENT
This Amendment, dated as of May 17, 2006, by and between Xxxx X. Xxxx,an
adult individual, and Xxxxxx Financial Corporation, a Pennsylvania financial
holding company.
BACKGROUND
Pursuant to Stock Option Agreements date May 12, 2003, January 26, 2004
and January 31, 2005 (the "Agreements"), Xx. Xxxx X. Xxxx was granted certain
stock options (the "Options"). The terms and conditions of those Agreements
indicate that Xx. Xxxx would be required to exercise his Options within 3 months
of his retirement as an officer of The Columbia Bank. However, the parties
desire that Xx. Xxxx be permitted to exercise his Options until three months
after he retires as a director of The Columbia Bank, as permitted by the stock
option agreements pursuant to which options were issued to him in years prior to
2003.
NOW, THEREFORE, intending to be legally bound, the parties agree as follows:
1. Paragraph 5(C) is hereby amended, in its entirety, to read as follows:
"(C) Directors and Consultants. The foregoing provisions of this Paragraph
(5) shall not apply if the Option is granted to a director or consultant of the
Company or a Subsidiary who is not also an employee of the Company or a
Subsidiary on the date of grant; provided, however, that an employee director
who is deemed a 'Key Employee' shall also be exempted from the foregoing
provisions of this Paragraph (5)."
2. Except as amended hereby, the Agreements remain in full force and effect on
the terms and conditions stated therein.
Xxxxxx Financial Corporation
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Xxxx X. Xxxx, Xx.
