Exhibit 10(h)
AMENDMENT NO. 1 TO
INDEMNIFICATION AGREEMENT
NORTHERN EMPIRE BANCSHARES
Recital
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This Amendment No. 1 to the Indemnification Agreement (the "Agreement")
dated February 16, 1993 between Xxxxx X. Xxxxxx, Xx., ("Indemnitee"), and
Northern Empire Bancshares, a California corporation (the "Company"), is
made as of the 27th day of September, 2005, for the purpose of clarifying
Paragraph 7 of the Agreement regarding the laws and/or regulations that
limit the Company's ability to indemnify Indemnitee.
Agreement
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1. Amendment to Paragraph 7 of Indemnification Agreement.
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Paragraph 7 of the Agreement is hereby amended by the addition of a
new Subsection (b) to read in its entirety as follows:
"(b) Applicable Law. To indemnify Indemnitee for expenses,
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penalties or other payments, or for any other amounts, in violation
of applicable banking laws or regulations including, but not limited
to, Xxxxxxx 00 X.X.X. 0000(x) of the Federal Deposit Insurance Act,
the regulations of the Federal Deposit Insurance Corporation
thereunder, or the regulations of the Office of the Comptroller of
the Currency, as now or hereafter in effect."
2. Renumbering of Subsections.
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Subsections (b), (c), (d) and (e) of Paragraph 7 of the Agreement are
hereby renumbered as Subsections (c), (d), (e) and (f), respectively.
Authorized Signatures
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In order to bind the parties to this Amendment No. 1 to this
Agreement, their duly authorized representatives have signed their
names below on the dates indicated.
Northern Empire Bancshares Date Executed: 9/27/05
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By /s/ Xxxxxxx X. Xxxxxxx
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Address: 000 Xxxxxx Xxxxxx
Xxxxx Xxxx, XX 00000
AGREED TO AND ACCEPTED:
INDEMNITEE Xxxxx X. Xxxxxx, Xx. Date Executed: 9/27/05
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Signature /s/ Xxxxx X. Xxxxxx, Xx.
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Address: 0000 Xxxxxxx Xxxxx
Xxxxx Xxxx, XX 00000
