AMENDED AND RESTATED
LIFE INSURANCE AGREEMENT
Effective the 13 th day of November, 1990, West Suburban
Bancorp, Inc., a banking organization organized and existing
under the laws of the State of Illinois
(“Corporation”), and [Executive Name] , a Key
Employee and Executive of the Corporation
(“Executive”), entered into a Deferred Compensation and
Split-Dollar Insurance Agreement and amended and restated the
agreement in its entirety, effective April 12, 2001
(“2001 Amended and Restated Life Insurance Agreement”).
Pursuant to the terms thereof, the Corporation and the Executive
reserved the right to modify or amend the 2001 Amended and Restated
Life Insurance Agreement. By execution hereof, the
Corporation and Executive hereby amend and restate that agreement
in its entirety, effective March 8, 2004 (“Amended and
Restated Life Insurance Agreement”).
It is the consensus of the Board of
Directors of the Corporation that Executive’s services are of
exceptional merit, in excess of the compensation paid and an
invaluable contribution to the profits and position of the
Corporation in its field of activity.
It is the mutual desire of the
Corporation and the Executive that Executive remain in the employ
of the Corporation, and to maintain a program to provide
pre-retirement and postretirement death benefits for the Executive.
Accordingly, it is the desire of the Corporation and the Executive
to enter into this Amended and Restated Life Insurance Agreement
under which the Corporation will agree to pay a death benefit to
the Executive’s beneficiaries in the event of his
Therefore, in consideration of
Executive’s services to be performed in the future, and based
upon the mutual promises and covenants herein contained, the
Corporation and Executive agree as follows.
. The effective date of this
Amended and Restated Life Insurance Agreement shall be
March 8, 2004.
Change in Control
. The first to occur of any of
the following events:
The consummation of the
acquisition by any person (as such term is defined in
Section 13(d) or 14(d) of the Securities Exchange
Act of 1934, as amended (the “ 1934 Act ”)) of beneficial ownership (within the
meaning of Rule 13d-3 promulgated under the 1934 Act) of fifty
percent (50%) or more of the combined voting power of the then
outstanding voting securities of the Employer or the Bank;