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EXHIBIT 10.4
CENTER FINANCIAL CORPORATION AND
CENTER BANK
AGREEMENT CONCERNING COMPENSATION
PROVISIONS
WHEREAS, Lisa Kim Pai (“Executive”) was
granted certain severance and other compensation by the Personnel
and Compensation Committee of Center Financial Corporation and
Center Bank (collectively referred to herein as the
“Company”) on May 14, 2008, in connection with
Executive’s employment by the Company as Executive Vice
President, General Counsel, Chief Risk Officer and Corporate
Secretary (the “Compensation Provisions”);
WHEREAS, the parties desire to amend the Compensation
Provisions in order to comply with the terms and conditions of the
TARP Program as discussed below;
NOW, THEREFORE
, the parties hereto agree that the
following shall take effect as of the date hereof:
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8.
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Center
Financial Corporation (“Center Financial”), has entered
or intends to enter into agreements with the U.S. Treasury
Department (“UST”) under which Center Financial will
issue preferred shares and other securities to the UST as part of
the Troubled Assets Relief Program Capital Purchase Program
(“CPP”) established under the Emergency Economic
Stabilization Act of 2008 (“EESA”). Executive is a
Senior Executive Officer (as such term is defined under EESA), has
determined that Center Financial’s participation in the CPP
will be of material benefit to Executive, approved Center
Financial’s participation in the CPP, requested that Center
Financial participate in the CPP and agrees to abide by all terms
of EESA restricting payment of compensation to
Executive.
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9.
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EESA imposes
certain restrictions on employment agreements, severance, bonus and
incentive compensation, stock options and awards, and other
compensation and benefit plans and arrangements
(“Plans”) maintained by Center Financial and its
affiliates and requires that such restrictions remain in place for
so long as the UST holds any debt or equity securities issued by
Center Financial. The parties hereby agree that all Plans providing
benefits to Executive shall be construed and interpreted at all
times that the UST maintains any debt or equity investment in
Center Financial in a manner consistent with EESA, and all such
Pl
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