0000763563-11-000053 Sample Contracts

Contract
Change of Control Agreement • March 16th, 2011 • Chemung Financial Corp • State commercial banks • New York

THIS CHANGE OF CONTROL AGREEMENT (“Agreement”) is hereby entered into on this 19th day of January, 2011, by and between CHEMUNG CANAL TRUST COMPANY, a trust company chartered under the laws of the State of New York with its principal office located at One Chemung Canal Avenue, Elmira, New York 14902 (“Bank”), and Louis C. DiFabio, of 1721 Parker Road, Elmira, New York 14905 (“Executive”).

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