0001104659-01-500716 Sample Contracts

March 1, 2001 Mr. _____________ First National Bank of Joliet 78 North Chicago Street Joliet, IL Re: Employment Agreement Dear Mr. _________:
Employment Agreement • May 15th, 2001 • First National Bancorp Inc /Il/ • National commercial banks • Illinois

We are pleased to offer you employment with Harris Bank Joliet (“Harris”) on the following terms. This employment offer is subject to and effective upon the closing of Bank of Montreal’s purchase of First National Bancorp, Inc. (“FNB”) in accordance with the Agreement and Plan of Merger dated March 1, 2001 (the “Purchase”).

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March 1, 2001
Director Emeritus Agreement • May 15th, 2001 • First National Bancorp Inc /Il/ • National commercial banks

As you know, Bank of Montreal (“BMO”), Bankmont Financial Corp. (“Bankmont”) and First National Bancorp, Inc. (“FNB”) intend to enter into an Agreement and Plan of Merger (the “Agreement”) whereby FNB will merge with and into Bankmont (the “Merger”). We are writing this letter because each of you is currently a director emeritus of First National Bank of Joliet (“FNBJ”) and, in view of your standing in the community, your expertise, and your knowledge concerning FNBJ and its business it is important to us that we have the benefit of your counsel going forward and, therefore, we would like to retain each of you as a director emeritus of FNBJ, subject to the terms and conditions set forth herein, in the event the Merger is consummated.

March 1, 2001
Director Retention Agreement • May 15th, 2001 • First National Bancorp Inc /Il/ • National commercial banks

As you know, Bank of Montreal (“BMO”), Bankmont Financial Corp. (“Bankmont”) and First National Bancorp, Inc. (“FNB”) intend to enter into an Agreement and Plan of Merger (the “Agreement”) whereby FNB will merge with and into Bankmont (the “Merger”). We are writing this letter because each of you is currently a director of First National Bank of Joliet (“FNBJ”) and, in view of your standing in the community, your expertise, and your knowledge concerning FNBJ and its business it is important to us that we have the benefit of your counsel going forward and, therefore, we would like to retain each of you as a director of FNBJ, subject to the terms and conditions set forth herein, in the event the Merger is consummated.

March 1, 2001 Mr. Kevin Reardon First National Bank of Joliet 78 North Chicago Street Joliet, IL Re: Employment and Consulting Services Agreement Dear Mr. Reardon:
Employment and Consulting Services Agreement • May 15th, 2001 • First National Bancorp Inc /Il/ • National commercial banks • Illinois

We are pleased to offer you employment and a consulting services agreement with Harris Bank Joliet (“Harris”) on the following terms. This employment offer and consulting services agreement are subject to and effective upon the closing of Bank of Montreal’s purchase of First National Bancorp, Inc. (“FNB”) in accordance with the Agreement and Plan of Merger dated March 1, 2001 (the “Purchase”).

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