FIRST AMENDMENT TO
THE TALBOT BANK OF EASTON,
MARYLAND
SUPPLEMENTAL DEFERRED
COMPENSATION PLAN
The Talbot Bank
of Easton, Maryland (the “Employer”) has adopted the
following First Amendment to The Talbot Bank of Easton, Maryland
Supplemental Deferred Compensation Plan (the
“Plan”).
W
I T N
E S S E T
H
WHEREAS,
pursuant to Section 8.1 of the Plan, the Employer may amend the
Plan; and
WHEREAS, the
Employer desires to amend the Plan so that it complies with Section
409A of the Internal Revenue Code and to correct several Section
references contained therein.
NOW, THEREFORE,
the Plan is amended as follows effective January 1,
2005:
FIRST AMENDMENT
The term “4.2” shall be substituted
for the term “4.5” wherever the latter term is cited in
Sections 1.4 and 4.1, and the Section numbered “4.4”
shall be renumbered “4.3.”
SECOND AMENDMENT
The following
is added at the end of Section 5.1:
“Notwithstanding the preceding sentence,
no payment may be made upon the Participant’s termination of
employment unless such termination constitutes a “separation
from service” under Code Section 409A(a)(2)(A)(i) and T. Reg.
§1.409A-1(h).”
THIRD AMENDMENT
The first
sentence of Section 6.1 is revised to read as follows:
“The
Participant shall receive, within 90 days following his termination
of employment with the Employer under Section 5.1, a distribution
in an aggregate amount equal to the Participant’s
Account.”
FOURTH AMENDMENT
The following
is added after the first sentence of Section 6.1:
“Notwithstanding the preceding sentence,
if any stock of the Employer (or any person with whom the Company
would be considered a single employer under Code Sections 414(b)
and (c)) is publicly traded as of the date o
