Attached files
| file | filename |
|---|---|
| 8-K - North Penn Bancorp Inc | v205819_8k.htm |
| EX-2.1 - North Penn Bancorp Inc | v205819_ex2-1.htm |
| EX-99.1 - North Penn Bancorp Inc | v205819_ex99-1.htm |
| EX-10.1 - North Penn Bancorp Inc | v205819_ex10-1.htm |
| EX-10.2 - North Penn Bancorp Inc | v205819_ex10-2.htm |
| EX-10.3 - North Penn Bancorp Inc | v205819_ex10-3.htm |
Exhibit 10.4
ADDENDUM
TO THE
NORTH PENN AMENDED AND
RESTATED SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT
THIS
ADDENDUM (this “Addendum”) to the AMENDED AND RESTATED SUPPLEMENTAL EXECUTIVE
RETIREMENT AGREEMENT by and among Frederick L.
Hickman (the “Executive”) and
North Penn Bank (“Bank”), dated March 23, 2010 (the “Agreement”), is
made by and among the Executive, Bank and Norwood Financial Corp. (“Norwood“) as
of December 14, 2010 (“Effective Date”).
WHEREAS,
Executive is currently employed by Bank as President and Chief Executive
Officer, and is experienced in certain phases of the business of Bank;
and
WHEREAS, the parties desire to set
forth certain modifications to the Agreement as set forth in this Addendum prior
to execution of the Agreement and Plan of Merger
by and
between Norwood, Wayne Bank, North Penn Bancorp, Inc. (“Bancorp”) and Bank (the
“Merger Agreement”), with this Addendum to be effective as of the Effective
Date.
WHEREAS,
the parties desire to set forth certain modifications to the Agreement as set
forth in this Addendum prior to execution of the Merger Agreement, with this
Addendum to be effective as of the Effective Date.
NOW,
THEREFORE, the parties hereto, intending to be legally bound do hereby agree,
that in exchange for the good and valuable consideration to be paid by Norwood
and Bank, this Addendum by and among Bank, Norwood and Executive, is hereby
made, as follows:
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1.
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Elimination of Change
in Control Benefit.
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Effective
as of the Effective Date, Section 2.5 of the Agreement shall be null and void
and without effect. This amendment shall not alter Executive’s right
to benefits under any other provision of the Agreement. However, if
Executive remains employed until the closing of the merger and receives a
payment under Section 5 of the employment agreement between him, Bank and
Bancorp, Executive shall be entitled to receive the Voluntary Early Termination
Benefit under Section 2.2 of the Agreement and shall not be entitled to the
Involuntary Early Termination Benefit under Section 2.3 of the
Agreement.
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2.
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Termination
of the Merger
Agreement.
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In the
event that the Merger Agreement is terminated by the parties prior to the
consumation of the
merger between Norwood and Bancorp, then this Addendum shall automatically
terminate as of the
date of such termination of the Merger Agreement, and thereafter this Addendum
will be of no
further force and effect.
IN
WITNESS WHEREOF, the parties have executed this Addendum to the Agreement as of
the date first written above.
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/s/ Bridget A. Orue
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/s/ Frederick L. Hickman
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Witness
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Frederick
L. Hickman, Executive
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NORTH
PENN BANK
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ATTEST:
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By:
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/s/ Thomas A. Byrne
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/s/ Bridget A.
Orue
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Asst.
Secretary
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NORWOOD
FINANCIAL CORP.
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ATTEST:
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By:
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/s/ Lewis J. Critelli
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/s/ Edward C. Kasper
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Secretary
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