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EMPLOYMENT AGREEMENT

Employment Agreement

EMPLOYMENT AGREEMENT You are currently viewing:
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TEMECULA VALLEY BANCORP INC | Donald A. Pitcher | TEMECULA VALLEY BANK

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Title: EMPLOYMENT AGREEMENT
Governing Law: California     Date: 12/5/2006
Industry: BANKSL     Sector: FINANC

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EMPLOYMENT AGREEMENT

                              EMPLOYMENT AGREEMENT
                              --------------------

                  THIS EMPLOYMENT AGREEMENT ("Agreement") is made and shall be
effective as of December 4, 2006 between TEMECULA VALLEY BANK, a California
state-chartered bank ("Bank") and DONALD A. PITCHER ("Executive").

                                  R E C I T A L
                                  - - - - - - -

                  Bank desires that Executive continue to be employed as
Executive Vice President/Chief Financial Officer of Bank and Executive desires
to continue to be so employed pursuant to this Agreement, subject to its terms
and conditions.

                  NOW, THEREFORE, in consideration of the mutual covenants and
agreements contained herein, and other good and valuable consideration, the
parties agree as follows:

1.   TERM OF EMPLOYMENT.

     1.1. Term. Executive has been employed by Bank since 1996 without a written
employment  agreement  and he and  Bank  wish  to  continue  the  employment  of
Executive  with Bank,  for the period  ("Term")  commencing  on the date of this
Agreement  ("Commencement  Date"),  and  terminating  on such date and upon such
terms as provided for in Section 4 hereof.

2.   DUTIES OF EXECUTIVE.

     2.1.  Duties.   Executive  shall  perform  the  duties  of  Executive  Vice
President/Chief Financial Officer of Bank, as assigned by Bank's Chief Executive
Officer,  subject to the powers by law vested in the Board of  Directors of Bank
and in Bank's Shareholder. During the Term, Executive shall perform the services
herein  contemplated  to be  performed by  Executive  with due care  faithfully,
diligently,  to the  best of  Executive's  ability  and in  compliance  with all
applicable laws and Bank's Articles of Incorporation and Bylaws.

     2.2.  Exclusivity.  Executive shall devote substantially all of Executive's
productive time,  ability and attention to the business of Bank during the Term.
Executive  shall not directly or  indirectly  render any services of a business,
commercial or professional  nature to any other person,  firm or corporation for
compensation without prior consent evidenced by a resolution duly adopted by the
Board of Directors of Bank, or the Executive Committee thereof.  Notwithstanding
the  foregoing,  Executive may (i) make  investments  of a passive nature in any
business or venture;  and (ii) serve in any  capacity  in civic,  charitable  or
social organizations, provided, however, that such investments or services shall
not be in competition, directly or indirectly, in any manner with Bank.

3.   COMPENSATION AND BENEFITS.

     3.1. Salary. For Executive's  services hereunder,  Bank shall pay, or cause
to be paid, as annual gross base salary,  to Executive  $170,000 during the Term
("Base  Salary"),  beginning  with  the  Commencement  Date,  payable  in  equal
installments  in accordance with Bank's normal payroll periods as in effect from
time to time. The Executive  Compensation  Committee  shall , from time to time,
and at least once each  calendar  year,  consider and  recommend to the Board of
Directors for its consideration the grant of such additional  "merit" increases,
if any, in, the Base Salary as are determined in accordance with the policies of
the Bank..

     3.2. Bonus.  For each year within the Term,  Executive shall be entitled to
an annual Incentive Bonus, as considered by the Executive Compensation Committee

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and  reviewed and  approved by the Board of  Directors  in  accordance  with the
policies of the Bank and if the Threshold  Test is met. The Threshold Test shall
be deemed to have been met if the latest report of supervisory activity relative
to Bank issued by the Bank's  principal bank  regulators rate Bank operations no
less than satisfactory.

     3.3.  Vacation.  Executive shall be entitled to vacation leave each year of
the Term in accordance with Bank policy. Executive shall be entitled to vacation
pay in lieu of vacation, in accordance with Bank policy.

     3.4. Equipment.  Bank shall provide for Executive's use an automobile,  the
selection  of which  shall be  within  the  discretion  of the  Chief  Executive
Officer.  Bank  shall  pay all the  expenses  (including,  but not  limited  to,
maintenance,  fuel,  insurance,  registration) related to such automobile during
the  Term.  Bank  shall  also  provide  Executive  with  a  cellular  phone  for
Executive's  reasonable  use in the  performance of his duties  hereunder.  Bank
shall pay all  reasonable  expenses in connection  with the business use of such
cellular phone.

     3.5. Group Medical and Other  Benefits.  Bank shall provide for Executive's
participation  in the medical and other benefit plans offered to other similarly
titled employees of Bank.

     3.6.  Sick Leave.  Executive  shall be entitled to sick leave in accordance
with Bank's  personnel  policy.  Accrued sick leave may not be carried over from
prior periods and Executive shall not be entitled to be paid in lieu thereof.

     3.7. Salary  Continuation  Agreement.  Executive's salary continuation plan
that  provides  for  payments  of  $80,000  per year for 15 years at age 65 (the
"Minimum  Amount") shall  continue to be maintained by the Bank for  Executive's
benefit,  or any  other  plan so long as:  (a) such  other  plan or  arrangement
provides for payments according to the salary  continuation  payment schedule of
Executive's  currently in effect salary  continuation  plan document,  as agreed
upon by Bank  and  Executive;  and (b) so long  as any  such  plan  document  or
arrangement meets or exceeds the Minimum Amount.

4.   TERMINATION.

     4.1.  Termination With Cause.  Except as otherwise  provided  herein,  this
Agreement  may be terminated by Bank, at Bank's option with notice to Executive,
upon the occurrence of any of the following events:

          (a) A material  breach by  Executive  of any of the  express  terms or
          provisions of this Agreement;

          (b) Executive is charged with illegal  activity or pleads guilty to or
          nolo contendere to, illegal activity;

          (c)  Executive  has committed any illegal or dishonest act which would
          cause  termination of coverage under Bank's Bankers Blanket Bond as to
          Executive or termination of coverage as to Bank as a whole;

          (d)  Executive  fails to perform  or  neglects  Executive's  duties or
          commits an act of malfeasance or misfeasance in connection therewith;

          (e)  Executive  becomes  permanently  disabled,  as determined in good
          faith by the Board of Directors;

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<PAGE>

          (f)  Any  bank  regulatory   agency  having   jurisdiction,   requests
          Executive's  dismissal or removal,  issues a notice of  suspension  or
          removal, finally removes, or suspends Executive from office;

          (g) Any supervisory or regulatory  authority having jurisdiction takes
          possession of the property and business of Bank; or

          (h) The death of the Executive.

     4.2.  Termination  Without  Cause.  During the Term,  subject to provisions
specifically  intended to survive termination,  this Agreement may be terminated
by either party without cause upon written notice to the other.

     4.3. Compensation Upon Termination. If Executive's employment is terminated
by Bank pursuant to Section 4.1 above, or by Executive  pursuant to Section 4.2,
Executive  shall then only be entitled  to receive  h

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