0000950137-05-005101 Sample Contracts

AMENDMENT NO. 1 TO DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • April 29th, 2005 • Irwin Financial Corp • State commercial banks • Indiana

THIS AMENDMENT NO. 1 TO DEFERRED COMPENSATION AGREEMENT (this “Amendment No. 1”) is entered into as of the 7th day of April, 2005 by and among IRWIN HOME EQUITY CORPORATION (the “Corporation”), IRWIN FINANCIAL CORPORATION (“Irwin Financial”) and ELENA DELGADO (“Delgado”) for the purpose of amending that certain Deferred Compensation Agreement among the parties hereto as of December 22, 2004 (the “Agreement”). Capitalized terms not otherwise defined herein have the same meanings as specified in the Agreement or that certain Shareholder Agreement among the parties dated as of October 8, 1996, as amended and restated as of December 22, 2004 (the “Shareholder Agreement”).

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AMENDMENT NO. 1 TO AMENDMENT AND RESTATEMENT OF SHAREHOLDER AGREEMENT
Shareholder Agreement • April 29th, 2005 • Irwin Financial Corp • State commercial banks • Indiana

THIS AMENDMENT NO. 1 TO AMENDMENT AND RESTATEMENT OF SHAREHOLDER AGREEMENT (this “Amendment No. 1”) is entered into as of the 7th day of April, 2005 by and among IRWIN HOME EQUITY CORPORATION (the “Corporation”), IRWIN FINANCIAL CORPORATION (“Irwin Financial”) and ELENA DELGADO (“Delgado”) for the purpose of amending that certain Shareholder Agreement among the parties hereto as of October 8, 1996, as amended and restated as of December 22, 2004 (the “Shareholder Agreement”). Capitalized terms not otherwise defined herein have the same meanings as specified in the Shareholder Agreement.

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