Exhibit 10.26
FORM OF AMENDMENT
TO
EMPLOYMENT
AGREEMENT
WHEREAS,
(the “Executive” ) is a party with Heritage
Bankshares Inc., ( “Bankshares” ), to an
Employment Agreement dated
(the “Agreement” ); and
WHEREAS, Bankshares intends to enter
into a letter agreement with the United States Department of the
Treasury (the “UST” ) pursuant to which
Bankshares shall issue shares of preferred stock and the UST shall
purchase from Bankshares the shares of preferred stock (the
“Program” ); and
WHEREAS, it is a condition to
participation in the Program under the Emergency Economic
Stabilization Act of 2008, as amended ( “EESA”
), and rules, regulations, guidance or other requirements issued
thereunder (collectively, along with the EESA, the “EESA
Restrictions” ), that (i) employment agreements and
other agreements with the Executive and certain other employees of
Bankshares (the “Covered Employees” ) be amended
to comply with the EESA Restrictions; and (ii) the Covered
Employees execute a form of waiver (the “Waiver”
); and
WHEREAS, the Executive intends to
execute the Waiver, wherein the Executive: (i) acknowledges
that the EESA Restrictions may require modification of the
employment, compensation, bonus, incentive, severance, retention
and other benefit plans, arrangements, policies and agreements
(including so-called “golden parachute”
agreements), whether or not in writing, that the Executive may have
with Bankshares or in which the Executive participates as they
relate to the period the United States holds any equity or debt
securities of Bankshares acquired through the Program
(collectively, along with the Agreement, the “Benefit
Plans” ); (ii) consents to all such modifications;
and (iii) acknowledges and agrees that if Bankshares notifies
Executive in writing that Executive has received payments in
violation of the EESA Restrictions, Executive shall repay the
a
