Exhibit 10.21
FIRST AMENDMENT
TO THE
OMEGA BANK, NATIONAL ASSOCIATION
AMENDED AND RESTATED
SALARY CONTINUATION AGREEMENT
DATED MARCH 1, 2000
FOR
XXXXX X. XXX
THIS AMENDMENT executed on this 23rd day of December 2003, by and between
OMEGA BANK, NATIONAL ASSOCIATION, located in Huntingdon, Pennsylvania (the
"Bank"), and XXXXX X. XXX (the "Officer").
On March 1, 2000, the Bank and the Officer executed the SALARY
CONTINUATION AGREEMENT (the "Agreement").
The undersigned hereby amends, in part, said Agreement for the purpose of
modifying the Normal Retirement Benefit. Therefore,
Section 2.1.1 of the Agreement shall be deleted in its entirety and
replaced by the new Section 2.1.1 as follows:
2.1.1 Amount of Benefit. The annual benefit under this Section 2.1 is
seventy-five percent (75%) of the Officer's Average Annual Compensation for the
previous five (5) full calendar years ending December 31, 2003, reduced by the
following amounts:
(a) Social Security. 50 percent of the estimated annual primary
Social Security benefit to be paid at age 66; and
(b) 401(k) Plan. 100 percent of the estimated 15-year annuity that
could be purchased with the Bank's contributions to the 401(k) Plan. These
would include any rollover (distribution) from the defined benefit plan,
contribution matches and any other contribution. The annuity is to be
calculated using an annual interest rate equal to the 10-year Treasury
Note rate plus 150 basis points, compounded monthly.
Section 2.1.2 of the Agreement shall be deleted in its entirety and
replaced by the new Section 2.1.2 as follows:
2.1.2 Payment of Benefit. The Bank shall pay the annual benefit to the
Officer in 12 equal monthly installments payable on the first day of each month
commencing on January 1, 2004. The annual benefit shall be paid to the Officer
for 15 years. The Bank, in its sole and absolute discretion, may make a lump sum
payment of this benefit at any time, calculating the present value of said
benefit using a discount rate equal to the 10-Year U. S. Treasury Note rate plus
150 basis points and monthly compounding.
IN WITNESS OF THE ABOVE, the Officer and the Bank have agreed to this First
Amendment.
OFFICER: BANK:
OMEGA BANK, NATIONAL ASSOCIATION
/s/ Xxxxx X. Xxx By /s/Xxxxxx X. Xxxxxxxx
XXXXX X. XXX
Its Chairman, Compensation Committee_