Amendment No. 2 to the Deferred Compensation Plan of The Berkshire Bank

Summary

This amendment updates The Berkshire Bank's Deferred Compensation Plan to allow the Bank to make matching contributions of up to 3% of a participant's annual salary. It also gives the President the authority to select employees for the plan based on performance and other criteria, not just salary. All other terms of the plan remain unchanged. The amendment is effective as of November 29, 2007, and is executed by the Bank's Executive Vice President and CFO.

EX-10.9 2 c52901_ex10-9.txt EXHIBIT 10.9 AMENDMENT NO. 2 TO THE DEFERRED COMPENSATION PLAN OF THE BERKSHIRE BANK WHEREAS, The Berkshire Bank (the "Bank" or the "Company") sponsors and maintains the Deferred Compensation Plan of The Berkshire Bank (the "Plan"); and WHEREAS, the Bank deems it appropriate to amend the Plan to provide matching contributions by the Bank of up to 3% of the annual salary of a participant in the plan, and to allow the President the flexibility of adding employees to the plan not just based on annual salary but also on performance and other criteria; and WHEREAS, Article VII of the Plan reserves to the Board of Directors of the Bank the right to amend the Plan at any time and from time to time. NOW, THEREFORE, the Plan is hereby amended, effective as of November 29, 2007, as follows: FIRST The second sentence of Section 2.10 of the Plan shall be amended in its entirety to read as follows: "The President of the Company may select Employees who are eligible to participate in this Plan based on any additional criteria or alternative policy established by the President, including an alternative policy that does not require an Employee to have an annual rate of Compensation at least equal to the amount specified in the foregoing sentence." SECOND The first sentence of Section 3.3 of the Plan shall be amended in its entirety to read as follows: "The Company may, in its sole discretion, credit additional amounts to the Deferred Compensation Account of a Participant from time to time, including any matching contributions based on a Participant's salary deferrals made under Section 3.1 of the Plan." THIRD Except as amended herein, the Plan shall remain in full force and effect. IN WITNESS WHEREOF, the undersigned being duly authorize, has executed this Amendment as evidence of its adoption. THE BERKSHIRE BANK November 29, 2007 Name: /s/ David Lukens ------------------------------ David Lukens Executive Vice President and Chief Financial Officer