Exhibit 10.2
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT, made as of the 2nd day of July
2007, among LEESPORT FINANCIAL CORP. ("Bancorp"), a Pennsylvania business
corporation having a place of business at 1240 Broadcasting Road, Wyomissing,
Pennsylvania, ESSICK & BARR, LLC ("E&B"), a Pennsylvania limited liability
company having a place of business at 108 South Fifth Street, Reading,
Pennsylvania, and CHARLES J. HOPKINS ("Executive"), an adult individual.
BACKGROUND:
1.
BANCORP, E&B, AND EXECUTIVE ARE PRESENTLY PARTIES TO AN
EMPLOYMENT AGREEMENT, DATED SEPTEMBER 17, 1998, AS AMENDED BY FIRST AMENDMENT TO
EMPLOYMENT AGREEMENT, DATED AS OF JANUARY 2002 (COLLECTIVELY, THE "EMPLOYMENT
AGREEMENT"), A COPY OF WHICH IS ATTACHED AS EXHIBIT "A," PURSUANT TO WHICH
EXECUTIVE IS SERVING AS PRESIDENT AND CHIEF EXECUTIVE OFFICER OF E&B.
2.
LEESPORT AND E&B ARE UNDERTAKING A REORGANIZATION OF LEESPORT'S
INSURANCE OPERATIONS, COMMENCING JULY 1, 2007, WHICH REORGANIZATION WILL RESULT
IN, AMONG OTHER THINGS, A CONSOLIDATION OF THE OPERATIONS AND NAMES OF E&B'S
EXISTING INSURANCE DIVISIONS OR GROUPS, INCLUDING CONSOLIDATION OF THE BOOTHBY
DIVISION AND ELIMINATION OF THE NAMES "THE BOOTHBY GROUP" OR "THE BOOTHBY
DIVISION" IN 2008.
3.
IN CONNECTION WITH THE REORGANIZATION OF THE INSURANCE
OPERATIONS, COMPANY, E&B, AND EMPLOYEE MUTUALLY DESIRE TO FURTHER AMEND THE
EMPLOYMENT AGREEMENT ON THE TERMS AND CONDITIONS SET FORTH HEREIN.
AGREEMENT:
NOW, THEREFORE, the parties hereto, intending to be legally bound, agree as
follows:
1.
AMENDMENT TO DUTIES OF EMPLOYEE SECTION.
SECTION 2 OF THE
EMPLOYMENT AGREEMENT IS HEREBY AMENDED AND RESTATED IN ITS ENTIRETY TO READ AS
FOLLOWS:
"2. Duties of Employee.
Executive shall perform and discharge well and
faithfully such duties as an executive officer of E&B as may be assigned to
Executive from time to time by the Board of Directors of E&B.
Executive shall
be employed as President and Chief Executive Officer of E&B, and shall hold such
other titles as an officer of E&B as may be given to him from time to time by
the Board of Directors of E&B. Notwithstanding the foregoing, upon the
consolidation of the insurance operations of E&B and the elimination of the
Boothby Division, (i) Executive shall become, without further action on the part
of E&B or the E&B Board, a Vice Chairman of E&B and (ii) Executive shall no
longer serve as President and Chief Executive Officer of E&B.
Executive shall
devote his full time, attention and energies to the business of E&B during the
Employment Period (as defined in Section 3 of this
1
Agreement); provided, however, that this Section 2 shall not be construed as
preventing Executive from (a) investing Executive's personal assets in
enterprises that do not compete with Leesport, Bank or E&B or (b) being involved
in any other activity with the prior approval of the Board of Directors of E&B.
During the Employment Period, Executive shall report to the Chief Executive
Officer of Bancorp."
2.
AMENDMENT TO ANNUAL BASE SALARY SECTION.
SECTION 4(A) OF THE
EMPLOYMENT AGREEMENT IS HEREBY AMENDED AND RESTATED IN ITS ENTIRETY