0001047469-03-014226 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • April 23rd, 2003 • Business Bancorp /Ca/ • National commercial banks • California

THIS AGREEMENT is made as of the 14th day of December 2001 between Business Bancorp (“Holding Co.”), having a principal place of business at 1248 Fifth Avenue, San Rafael, California, Business Bank of California (“Bank”), having a principal place of business at 321 East Sixth Street, Corona, California and Charles O. Hall (“Executive”), whose residence address is 1059 Rancho Lindo Drive, Petaluma, California.

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SECOND AMENDMENT TO “EMPLOYMENT AGREEMENT”
Employment Agreement • April 23rd, 2003 • Business Bancorp /Ca/ • National commercial banks

The Employment Agreement between Business Bank of California and Ruth E. Adell dated April 15, 1998 is hereby amended (“Second Amendment”) as follows:

SEVERANCE AGREEMENT
Agreement • April 23rd, 2003 • Business Bancorp /Ca/ • National commercial banks • California

Business Bancorp and Business Bank of California (“Company”) hereby establish a Severance Agreement (“Agreement”) to provide severance benefits to Patrick E. Phelan, Executive Vice President / Chief Financial Officer of Business Bancorp and Executive Vice President / Chief Financial Officer of Business Bank of California (“Executive”), in the event his employment terminates in accordance with the terms set forth hereunder. The intent of the Agreement is to ensure Executive has reasonable protection related to any event as specified in this Agreement.

SEVERANCE AGREEMENT IN THE EVENT OF A CHANGE OF CONTROL BETWEEN BUSINESS BANK OF CALIFORNIA AND ED FIX
Business Bancorp /Ca/ • April 23rd, 2003 • National commercial banks

In the event of (i) a merger where the Bank is not the surviving corporation, (ii) a transfer of all or substantially all of the assets of the Bank or (iii) any acquisition, consolidation or other corporate reorganization where there is a change in ownership of at least fifty-one percent (51%) except as may result from a transfer of shares to another corporation in exchange for at least eighty percent (80%) control of that corporation, and, in the event that your employment is terminated for any reason during the twelve (12) month period immediately following the effective date of consummation of such merger or other corporate reorganization by the surviving entity, in the event of merger; by the transferee of assets in the event of a purchase or sale; or by the acquirer, in the event of an acquisition of stock in the Bank, then you shall be entitled to the following severance benefits commencing upon the effective date of termination of your employment: (a) You shall receive within te

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