Exhibit 10
CHANGE IN CONTROL COMPENSATION AGREEMENT
BETWEEN
ORIENTAL FINANCIAL GROUP INC.
AND
LIDIO SORIANO
Agreement made as of the 5
th day
of October, 2007, by and between Oriental Financial Group Inc., a
Puerto Rico corporation and a financial holding company with
principal offices in San Juan, Puerto Rico (hereinafter referred to
as “OFG”) and Lidio Soriano, of legal age, single,
business executive and resident of Guaynabo, Puerto Rico
(hereinafter referred to as the “Executive
Officer”).
WITNESSETH:
WHEREAS , the Executive
Officer has accepted an employment offer to become the Retail
Banking and Mortgage Head of OFG;
WHEREAS , it is in the best
interest of OFG to promote the retention of the Executive
Officer’s services on behalf of OFG by reducing concerns that
the Executive Officer may be adversely affected in the event of
change in control of OFG as defined herein below;
WHEREAS , OFG and the
Executive Officer wish to enter into this Agreement to set forth
the terms and conditions for the payment by OFG of certain
compensation to the Executive Officer in the event of a termination
of Executive Officer’s employment as a result of a change in
control of OFG;
NOW, THEREFORE , in
consideration of the mutual covenants set forth herein, OFG and the
Executive Officer do hereby agree as follows:
1. TERM.
This Agreement shall be in full force
and effect so long as the Executive Officer is employed by the
Company.
2. TERMINATION OF EMPLOYMENT
DUE TO A CHANGE IN CONTROL
A. In
the event there is a Change in Control of OFG (as defined herein
below) while this Agreement is in effect and as a result thereof or
within one (1) year after the Change in Control, the Executive
Officer’s employment with OFG is terminated by OFG or its
successor in interest, the Executive Officer shall be entitled to
the cash payment compensation determined as provided in
subparagraph B below.
B. The
cash payment compensation shall be in an amount equal to two
(2) times the sum of the Executive Officer’s annual base
salary at the time the termination of his employment occurs and a
bonus (equal to the last cash bonus paid to the Executive Officer
prior to the termination of his employment).
C. The
cash payment compensation shall be in lieu of any other payments
which the Executive Officer may be entitled to receive by law,
contract or otherwise. The cash payment compensation shall be due
and payable in a lump sum to the Executive Officer on or before the
thirtieth (30 th ) day following
the termination of the Executive Officer employment. The receipt of
the cash payment compensation shall not affect the rights of
Exe
