exhibit101amendagmtmaddy.htm


    Exhibit
10.1

    
      	 
      


    

    


     

    


     

    FIRST
AMENDMENT TO

    AMENDED
AND RESTATED EMPLOYMENT AGREEMENT

     

     

     

    THIS  FIRST
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”),
entered into as of the 4th day February , 2009, by and between SUMMIT FINANCIAL
GROUP, INC., a West Virginia corporation and bank holding company (“Summit”) and
H. CHARLES MADDY, III, (“Maddy”).

     

    W I T N E
S S E T H:

     

    WHEREAS,
on March 4, 2005, Summit and Maddy entered into that certain Employment
Agreement whereby Summit agreed to employ Maddy and Maddy accepted employment as
the Chief Executive Officer of Summit (the “Employment Agreement”);
and

     

    WHEREAS,
the original term of the Employment Agreement commenced on March 4, 2005, and
extends until March 4, 2008; and

     

    WHEREAS,
the Board of Directors of Summit or a committee designated by the Board of
Directors of Summit is required by the terms of the Employment Agreement to
review the Employment Agreement at least annually, and the Board of Directors of
Summit may, with the approval of Maddy, extend the term of the Employment
Agreement annually for one (1) year periods (so that the actual term of the
Employment Agreement will always be between two and three years);
and

     

    WHEREAS,
on December 6, 2005, December 12, 2006, and December 14, 2007, the Compensation
and Nominating Committee of the Board of Directors of Summit met to review the
Employment Agreement and extended the term of the Employment Agreement for an
additional one (1) year terms and

     

    WHEREAS,
the Employment Agreement was amended and restated on December 9, 2008 (the
“Amended and Restated Employment Agreement”) and the term of the Employment
Agreement was thereby extended for an additional one (1) year until March 4,
2012.

     

    WHEREAS,
on February 4, 2010 , the Compensation and Nominating Committee of the Board of
Directors of Summit met to review the Amended and Restated Employment Agreement
and extended the term of the Employment Agreement for an additional one (1) year
until March 4, 2013; and

     

    WHEREAS,
Maddy and Summit desire to enter into this Agreement to evidence the extension
of the Employment Agreement for an additional one (1) year until March 4,
2013.

     

    NOW
THEREFORE, for and in consideration of the premises and mutual covenants,
agreements and undertakings, and for good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties covenant
and agree as follows:

     

    1.           Amendment to Employment
Agreement.  Effective as of the date of this Agreement, the
term of the Employment Agreement shall be until March 4, 2013.

     

    2.           Enforceable
Documents.  Except as modified herein, all terms and conditions
of the Employment Agreement, as the same may be supplemented, modified, amended
or extended from time to time, are and shall remain in full force and
effect.

     

    3.           Authority.  The
undersigned are duly authorized by all required action or agreement to enter
into this Agreement.

     

    4.           Modifications to
Agreement.  This Agreement may be amended or modified only by
an instrument or document in writing signed by the person or entity against whom
enforcement is sought.

     

    5.           Governing
Law.  This Agreement, and any documents executed in connection
herewith or as required hereunder, and the rights and obligations of the
undersigned hereto and thereto, shall be governed by, construed and enforced in
accordance with the laws of the State of West Virginia.

     

    IN
WITNESS WHEREOF, the parties hereto have duly executed and delivered this
Agreement as of the date first written above.

     

    SUMMIT
FINANCIAL GROUP, INC.

    


    


    By:           __/s/ Oscar M.
Bean__________________

     

    Its:            _Chairman_________________________

     

    


     

    _/s/ H. Charles Maddy,
III                 ___________

    H. Charles Maddy,
III