0001193125-14-297781 Sample Contracts

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • August 6th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York

THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made and entered as of the 10th day of April, 2014 by and among (i) Hudson Valley Bank, N.A. (hereinafter referred to as “Bank”), a National Banking Association and a wholly owned subsidiary of Hudson Valley Holding Corp (hereinafter referred to as “Company”), and Michael J. Indiveri (hereinafter referred to as “Executive”).

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HUDSON VALLEY HOLDING CORP. EMPLOYEE PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • August 6th, 2014 • Hudson Valley Holding Corp • State commercial banks • New York

Hudson Valley Holding Corp., a New York corporation (including its Subsidiaries, the “Company”), this day of 20 (the “Award Date”) hereby grants to (the “Grantee”), an employee of the Company, pursuant to the Company’s 2010 Omnibus Incentive Plan (the “Plan”), restricted stock units (“Units”) in the amount and on the terms and conditions hereinafter set forth (“Award”).

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