Exhibit 10.(ii)A(11)


 


FIRST
AMENDMENT


TO THE


MONTEREY
COUNTY BANK


SUPPLEMENTAL
LIFE INSURANCE AGREEMENT


FOR
 CHARLES T. CHRIETZBERG


 


THIS AMENDMENT is adopted this 31st  day of October, 2006, by and between by
and between MONTEREY COUNTY BANK located in Monterey, California (the “Bank”),
and CHARLES T. CHRIETZBERG (the “Executive”).


 


The Bank and the Executive executed the
MONTEREY COUNTY BANK SUPPLEMENTAL LIFE INSURANCE AGREEMENT on October 26, 2006
(the “Agreement”).


 


Under the terms of Article 11, the undersigned
hereby amends, in part, the Agreement for the purpose changing the calculation
of benefits to be paid thereunder.


 


Section 1.1 of the Agreement shall be deleted
in its entirety.


 


The following
Section 1.12a shall be added to the Agreement immediately following Section 1.12:


 


1.12a      “Schedule A” means the schedule attached
to this Agreement and made a part hereof.


 


Sections 2.2.1 and 2.2.2 of the Agreement
shall be deleted in their entirety and replaced by the following:


 


2.2.1        Death Prior to Separation from Service.
If the Executive dies while
employed by the Bank, the Executive’s Beneficiary shall be entitled to a
benefit equal to the amount shown on Schedule A minus the benefit amount paid
to the Executive’s beneficiary designated in Agreement 2.


 


2.2.2        Death After Separation from Service. If,
pursuant to Article 3, the Executive has a Vested Insurance Benefit at the date
of death, the Executive’s Beneficiary shall be entitled to a benefit equal to
the amount shown on Schedule A minus the benefit amount paid to the Executive’s
beneficiary designated in Agreement 2. If the Executive has not achieved a
Vested Insurance Benefit on the date of death, the Beneficiary will not be
entitled to a benefit under this Agreement.


 


IN WITNESS OF THE ABOVE,
the Bank hereby consents to this First Amendment.


 


	
  

  	
  MONTEREY COUNTY BANK

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By

  	
  illegible

  
	
   

  	
  Title

  	
  Executive  Vice
  President

  
				



 

















 


AMENDMENT TO


MONTEREY COUNTY BANK


SUPPLEMENTAL LIFE INSURANCE
AGREEMENT


EXHIBIT A


 


(for Charles Chrietzberg)


 


	
  Age of Insured at the

  Time of Death

  	
   

  	
  Amount of Death Benefit, or 100%

  of the Net Death Proceeds, whichever amount is less

  	
   

  
	
  60

  	
   

  	
  $

  	
  2,940,000

  	
   

  
	
  61

  	
   

  	
  $

  	
  2,940,000

  	
   

  
	
  62

  	
   

  	
  $

  	
  2,940,000

  	
   

  
	
  63

  	
   

  	
  $

  	
  2,940,000

  	
   

  
	
  64

  	
   

  	
  $

  	
  2,940,000

  	
   

  
	
  65

  	
   

  	
  $

  	
  2,500,000

  	
   

  
	
  66

  	
   

  	
  $

  	
  2,500,000

  	
   

  
	
  67

  	
   

  	
  $

  	
  2,496,686

  	
   

  
	
  68

  	
   

  	
  $

  	
  2,493,768

  	
   

  
	
  69

  	
   

  	
  $

  	
  2,489,057

  	
   

  
	
  70

  	
   

  	
  $

  	
  1,809,170

  	
   

  
	
  71

  	
   

  	
  $

  	
  1,779,912

  	
   

  
	
  72

  	
   

  	
  $

  	
  1,771,844

  	
   

  
	
  73

  	
   

  	
  $

  	
  1,759,932

  	
   

  
	
  74

  	
   

  	
  $

  	
  1,750,960

  	
   

  
	
  75

  	
   

  	
  $

  	
  1,744,102

  	
   

  
	
  76

  	
   

  	
  $

  	
  1,737,173

  	
   

  
	
  77

  	
   

  	
  $

  	
  1,722,266

  	
   

  
	
  78

  	
   

  	
  $

  	
  1,709,919

  	
   

  
	
  79

  	
   

  	
  $

  	
  1,702,435

  	
   

  
	
  80

  	
   

  	
  $

  	
  1,693,480

  	
   

  
	
  81

  	
   

  	
  $

  	
  1,683,022

  	
   

  
	
  82

  	
   

  	
  $

  	
  1,670,556

  	
   

  
	
  83

  	
   

  	
  $

  	
  1,656,090

  	
   

  
	
  84 or Older

  	
   

  	
  $

  	
  1,639,629

  	
   

  



 


	
  Policies:

  	
   

  	
  Policy Number:

  
	
   

  	
   

  	
   

  
	
  1)  Southland Life

  	
   

  	
  0600087068

  
	
  2)  Union Central

  	
   

  	
  U200000615

  
	
  3)  Union Central

  	
   

  	
  U200000513

  
	
  4)  Alexander Hamilton

  	
   

  	
  8658250

  
	
  5)  New York Life

  	
   

  	
   

  
	
  6)  Jefferson Pilot