Exhibit 10.26
First Amendment to Employment Agreement with Xxxxx X. Xxx
AMENDMENT NO. 1 TO
EMPLOYMENT AGREEMENT
This Amendment No. 1 to Employment Agreement ("Amendment") is made and
dated as of December 19, 2005 by and between Omega Financial Corporation, a
Pennsylvania corporation, ("Company"), and Xxxxx X. Xxx ("Executive").
Background
Executive and Company are parties to an Employment Agreement dated as
of January 1, 2004 (the "Employment Agreement"). Executive and Company desire to
amend the Employment Agreement on the terms set forth herein to modify the
duties of Executive thereunder and to extend the term of employment of the
Executive until December 31, 2007.
IN CONSIDERATION of the mutual agreements contained herein, and intending
to be legally bound hereby, the parties agree as follows:
1. Section 2 of the Employment Agreement is amended and restated to read
hereinafter as follows:
"2. Duties. Executive will be employed in the position of Chairman of the
Board, President and Chief Executive Officer of the Company and the
Chairman of the Board of the Bank; provided, however, that effective as of
the close of business on December 31, 2005, Executive shall be employed
only in the positions of Chairman of the Board of the Company and the
Bank, without any diminution in the salary and fringe benefits payable
hereunder. Executive shall report only to the Board of Directors of the
Company and the Bank."
2. Section 4.1 of the Employment Agreement is amended and restated to read
hereinafter as follows:
"4.1 Except in the case of earlier termination as provided in this Section
4 and in Sections 7 and 8 hereof, this Agreement shall be for a term
ending on December 31, 2007 (the "Term")."
3. Section 5 of the Employment Agreement is amended and restated to read
hereinafter as follows:
"5. Compensation. Company shall pay to Executive a salary at the annual
rate of Fifty Thousand Dollars ($50,000) in each of calendar year 2006 and
calendar year 2007, payable in accordance with Company's normal payroll
practices. Company shall deduct or cause to be deducted from this salary
all taxes and amounts required by law to be withheld, as well as all
amounts due from Executive with respect to employee benefit plans in which
Executive participates."
4. Except as set forth herein, the Employment Agreement shall continue in
full force and effect in accordance with its terms. The provisions of Section 15
of the Employment Agreement are incorporated by reference herein as if fully set
forth herein.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date set forth above.
OMEGA FINANCIAL CORPORATION EXECUTIVE
By: /s/ Xxxxxx X. Xxxxxxxx /s/ Xxxxx X. Xxx
-------------------------------- --------------------
Print name: Xxxxxx X. Xxxxxxxx Xxxxx X. Xxx
Print title: Chairman, Compensation Committee
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