HUDSON VALLEY HOLDING CORP Contracts & Agreements

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED DIRECTORS RETIREMENT PLAN (Filed With SEC on March 13, 2015)

SUPPLEMENTAL DEFERRED COMPENSATION AGREEMENT (Filed With SEC on March 13, 2015)

AMENDMENT NO. 1 TO THE SUPPLEMENTAL DEFERRED COMPENSATION AGREEMENT (Filed With SEC on March 13, 2015)

AGREEMENT AND PLAN OF MERGER by and between HUDSON VALLEY HOLDING CORP. and STERLING BANCORP _____________________ Dated as of November 4, 2014 TABLE OF CONTENTS (Filed With SEC on November 7, 2014)

CONSULTING AGREEMENT (Filed With SEC on October 10, 2014)

Amendment To The Hudson Valley Bank Supplemental Retirement Plan of 1995 (Filed With SEC on October 10, 2014)

Third Amendment To The Hudson Valley Bank Supplemental Retirement Plan of 1997 (as amended effective December 29, 2008) (as further amended effective December 30, 2009) (Filed With SEC on October 10, 2014)

HUDSON VALLEY HOLDING CORP. EMPLOYEE PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (Filed With SEC on August 6, 2014)

CHANGE IN CONTROL AGREEMENT (Filed With SEC on August 6, 2014)

HUDSON VALLEY HOLDING CORP. DIRECTOR RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on March 17, 2014)

HUDSON VALLEY HOLDING CORP. EMPLOYEE PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on May 10, 2013)

AGREEMENT BY AND BETWEEN Hudson Valley Bank, National Association Yonkers, New York and TheComptroller of the Currency (Filed With SEC on April 27, 2012)

AMENDMENT TO THE HUDSON VALLEY BANK AMENDED AND RESTATED DIRECTORSRETIREMENT PLAN (Filed With SEC on March 15, 2012)

HUDSON VALLEY HOLDING CORP. 2002 STOCK OPTION PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on March 15, 2012)

HUDSON VALLEY HOLDING CORP. 2010 OMNIBUS INCENTIVE PLAN (Approved by Shareholders May 27, 2010) - 1 - HUDSON VALLEY HOLDING CORP. 2010 OMNIBUS INCENTIVE PLAN (Adopted by Board of... (Filed With SEC on March 15, 2012)

HUDSON VALLEY HOLDING CORP. DIRECTOR RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on March 15, 2012)

HUDSON VALLEY HOLDING CORP. EMPLOYEE RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on March 15, 2012)

HUDSON VALLEYHOLDING CORP. CONSULTANT/ADVISOR RESTRICTED STOCK AWARD AGREEMENT (Filed With SEC on March 15, 2012)

HUDSON VALLEY HOLDING CORP. 2010 OMNIBUS INCENTIVE PLAN (Adopted by Directors April 15, 2010) (Approved by Shareholders May, 27, 2010) (Filed With SEC on June 1, 2010)

our strategy, financial projections and estimates and their underlying assumptions (Filed With SEC on March 16, 2010)

HUDSON VALLEY HOLDING CORP. (Filed With SEC on October 28, 2009)

EX-10.1: AMENDED AND RESTATED DIRECTORS RETIREMENT PLAN (Filed With SEC on March 16, 2009)

EX-10.4: 2002 STOCK OPTION PLAN (Filed With SEC on March 16, 2009)

EX-10.2: RESTATED AND AMENDED SUPPLEMENTAL RETIREMENT PLAN (Filed With SEC on March 15, 2007)

EX-10.3: SUPPLEMENTAL RETIREMENT PLAN OF 1997 (Filed With SEC on March 15, 2007)

EX-10.5: SPECIMEN NON-STATUTORY STOCK OPTION AGREEMENT (Filed With SEC on March 15, 2007)

EX-10.7: CONSULTING AGREEMENT (Filed With SEC on March 15, 2007)

EX-4.3: SPECIMEN STOCK RESTRICTION AGREEMENT (Filed With SEC on August 9, 2006)

EX-10.6 SPECIMEN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on March 11, 2005)

AMENDED AND RESTATED DIRECTOR'S PLAN (Filed With SEC on May 10, 2004)

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HUDSON VALLEY HOLDING CORP Contracts & Agreements