Exhibit 10.1
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement") is amended and restated effective as
of
, 2008, by and between EAST WEST BANK, a
California banking corporation (the "Company"), and DOMINIC NG (the "Employee"),
with respect to the following facts:
A.
The Company desires to be assured of the
continued association and services of the Employee in order to take advantage of
his experience, knowledge and abilities in the Company's business, and is
willing to employ the Employee, and the Employee desires to be so employed, on
the terms and conditions set forth in the Agreement.
B.
The Employee from time to time in the
course of his employment may learn trade secrets and other confidential
information concerning the Company, and the Company desires to safeguard such
trade secrets and confidential information against unauthorized use and
disclosure.
ACCORDINGLY, on the basis of the representations, warranties and covenants
contained herein, the parties hereto agree as follows:
1.
EMPLOYMENT
1.1
EMPLOYMENT.
THE COMPANY HEREBY EMPLOYS THE
EMPLOYEE AS PRESIDENT AND CHIEF EXECUTIVE OFFICER, AND THE EMPLOYEE HEREBY
ACCEPTS SUCH EMPLOYMENT, ON THE TERMS AND CONDITIONS SET FORTH BELOW, TO PERFORM
DURING THE TERM OF THE AGREEMENT SUCH SERVICES AS ARE REQUIRED HEREUNDER.
1.2
DUTIES.
THE EMPLOYEE SHALL RENDER SUCH
MANAGEMENT SERVICES TO THE COMPANY, AND SHALL PERFORM SUCH DUTIES AND ACTS, IN
EACH CASE CONSISTENT WITH HIS POSITION AS PRESIDENT AND CHIEF EXECUTIVE OFFICER,
AS REASONABLY MAY BE REQUIRED BY THE COMPANY'S BOARD OF DIRECTORS (THE "BOARD")
IN CONNECTION WITH ANY ASPECT OF THE COMPANY'S BUSINESS.
THE EMPLOYEE WILL HAVE
SUCH AUTHORITY, POWER, RESPONSIBILITIES AND DUTIES AS ARE INHERENT TO HIS
POSITIONS (AND THE UNDERTAKINGS APPLICABLE TO HIS POSITIONS) AND NECESSARY TO
CARRY OUT HIS RESPONSIBILITIES AND THE DUTIES REQUIRED OF HIM HEREUNDER.
1.3
SERVICE TO OTHERS.
DURING THE PERIOD IN
WHICH THE EMPLOYEE IS EMPLOYED BY THE COMPANY, THE EMPLOYEE SHALL DEVOTE
SUBSTANTIALLY ALL OF HIS PRODUCTIVE TIME, ABILITY AND ATTENTION TO, AND SHALL
DILIGENTLY AND CONSCIENTIOUSLY USE HIS BEST EFFORTS TO FURTHER, THE COMPANY'S
BUSINESS, AND SHALL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF THE BOARD, PERFORM
SUCH SERVICES, FOR ANY PERSON OTHER THAN THE COMPANY, WHICH WOULD MATERIALLY
INTERFERE WITH THE PERFORMANCE OF HIS DUTIES HEREUNDER.
NOTWITHSTANDING THE
FOREGOING PROVISIONS OF THIS SECTION 1.3, WHILE THE EMPLOYEE IS EMPLOYED BY THE
COMPANY, HE MAY DEVOTE REASONABLE TIME TO ACTIVITIES OTHER THAN THOSE REQUIRED
UNDER THIS AGREEMENT, INCLUDING THE SUPERVISION OF HIS PERSONAL INVESTMENTS, AND
ACTIVITIES INVOLVING PROFESSIONAL, CHARITABLE, EDUCATIONAL, RELIGIOUS AND
SIMILAR TYPES OF ORGANIZATIONS, SPEAKING ENGAGEMENTS, MEMBERSHIP ON THE BOARDS
OF DIRECTORS OF OTHER ORGANIZATIONS, AND SIMILAR ACTIVITIES, TO THE EXTENT THAT
SUCH OTHER ACTIVITIES DO NOT INHIBIT OR PROHIBIT THE PERFORMANCE OF THE
EMPLOYEE'S DUTIES UNDER THIS AGREEMENT, OR CONFLICT IN ANY
1
MATERIAL WAY WITH THE BUSINESS OR INTERESTS OF THE COMPANY; PROVIDED, HOWEVER,
THAT THE EMPLOYEE SHALL NOT SERVE ON THE BOARD OF ANY BUSINESS, OR HOLD ANY
OTHER POSITION WITH ANY BUSINESS WITHOUT THE CONSENT OF THE BOARD.
1.4
PLACE OF PERFORMANCE.