July 16, 2007Change in Control Agreement • July 17th, 2007 • Encore Bancshares Inc • National commercial banks • Texas
In connection with the Stock Purchase Agreement between Encore Bancshares, Inc. (“Encore”) and Linscomb & Williams, Inc. (“L&W”) dated April 22, 2005 (“Stock Purchase Agreement”), Encore offered you employment in the position of Treasurer with its subsidiary, L&W (which, together with any successor entity to L&W, shall be referred to herein as the “Employing Entity”). On April 29, 2005, you entered into a Change in Control agreement with Encore (“2005 Agreement”). Encore and you desire to amend and restate the 2005 Agreement to implement provisions required under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). This Agreement has the effect of amending and restating the 2005 Agreement, and such 2005 Agreement shall no longer have force and effect.
ENCORE BANCSHARES, INC. (a Texas corporation) 1,979,761 Shares of Common Stock (Par Value $1.00 Per Share) FORM OF PURCHASE AGREEMENTPurchase Agreement • July 17th, 2007 • Encore Bancshares Inc • National commercial banks • New York
