0001193125-08-236986 Sample Contracts

TERRITORIAL BANCORP INC. EMPLOYMENT AGREEMENT
Employment Agreement • November 14th, 2008 • Territorial Bancorp Inc. • Hawaii

THIS AGREEMENT (the “Agreement”) is made and entered into this th day of , 2009, by and between Territorial Bancorp Inc., a corporation located at 1132 Bishop Street, 22nd Floor, Honolulu, Hawaii 96813 (the “Company”), and Ralph Nakatsuka (“Executive”).

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TERRITORIAL SAVINGS BANK SUPPLEMENTAL EMPLOYEE RETIREMENT AGREEMENT FOR RALPH NAKATSUKA
Supplemental Employee Retirement Agreement • November 14th, 2008 • Territorial Bancorp Inc. • Hawaii

THIS AGREEMENT is adopted as of October 29, 2008, by and between TERRITORIAL SAVINGS BANK (the “Bank”), and Ralph Nakatsuka, Vice Chairman and Co-Chief Operating Officer of the Bank (the “Executive”).

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TERRITORIAL SAVINGS BANK EMPLOYMENT AGREEMENT
Employment Agreement • November 14th, 2008 • Territorial Bancorp Inc. • Hawaii

THIS AGREEMENT is entered into this 29th day of October, 2008, by and between Territorial Savings Bank, located at 1132 Bishop Street, 22nd Floor, Honolulu, Hawaii 96813 (the “Bank”), and Vernon Hirata (“Executive”).

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TERRITORIAL SAVINGS BANK EMPLOYMENT AGREEMENT
Territorial Savings Bank • November 14th, 2008 • Territorial Bancorp Inc. • Hawaii

THIS AGREEMENT (the “Agreement”) entered into this 29th day of October, 2008, by and between Territorial Savings Bank located at 1132 Bishop Street, 22nd Floor, Honolulu, Hawaii 96813 (the “Bank”), and Allan S. Kitagawa (“Executive”).

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TERRITORIAL SAVINGS BANK AMENDED AND RESTATED EXECUTIVE DEFERRED INCENTIVE AGREEMENT
Executive Deferred Incentive Agreement • November 14th, 2008 • Territorial Bancorp Inc. • Hawaii

THIS AMENDED AND RESTATED EXECUTIVE DEFERRED INCENTIVE AGREEMENT (the “Agreement”) is entered into as of January 1, 2008, by and between TERRITORIAL SAVINGS BANK, a federally-chartered savings bank located in Honolulu, Hawaii (the “Bank”), and VERNON H. HIRATA (the “Executive”).

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TERRITORIAL BANCORP, INC. up to 10,925,000 Shares (subject to increase up to 12,563,750 shares) COMMON SHARES ($.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENT
Agency Agreement • November 14th, 2008 • Territorial Bancorp Inc. • New York
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RP® FINANCIAL, LC. Financial Services Industry Consultants
Territorial Bancorp Inc. • November 14th, 2008
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