Browse EX-10 agreements

INDEMNIFICATION AGREEMENT

This Indemnification Agreement, dated as of , 2025, is made by and among West Coast Community Bancorp, a California corporation, West Coast Community Bank, a California banking corporation (West Coast Community Bancorp and West Coast Community Bank being collectively referred to as the “Corporation”), and a director or officer of either West Coast Community Bancorp or West Coast Community Bank (the “Indemnitee”).

RECITALS

A.    The Corporation and the Indemnitee recognize that the present state of the law is too uncertain to provide the Corporation’s officers and directors with adequate and reliable advance knowledge or guidance with respect to the legal risks and potential liabilities to which they may become personally exposed as a result of performing their duties for the Corporation;

B.    The Corporation and the Indemnitee are aware of the substantial growth in the number of lawsuits filed against corporate officers and directors in connection with their activities in such capacities and by reason of their status as such;

C.    The Corporation and the Indemnitee recognize that the cost of defending against such lawsuits, whether or not meritorious, is typically beyond the financial resources of most officers and directors of the Corporation;

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EMPLOYMENT AGREEMENT

This Employment Agreement ("Agreement”) is made and entered into as of April 21, 2021, by and between Santa Cruz County Bank (the “Bank”) and Angelo De Bernardo (the “Executive”) for the purposes set forth hereinafter.

RECITALS

WHEREAS, the Bank is a California State chartered bank subject to the supervision and regulation of the Department of Financial Protection and Innovation (“DFPI”) and the Federal Deposit Insurance Corporation (“FDIC”);

WHEREAS, the Bank’s corporate headquarters are located at 75 River Street, Santa Cruz, CA 95060.

WHEREAS, the Executive serves as the Executive Vice President/Chief Lending Officer of the Bank.

WHEREAS, it is the intention of the parties in entering into this Agreement to set forth certain of the Bank and Executive rights and obligations with respect to Executive's employment as Executive Vice President/Chief Lending Officer of the Bank.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Bank and the Executive agree as follows:

AGREEMENT

1.    Term of Employment: Termination of Prior Agreement and Waiver of Rights andBenefits and Release of Obligations Thereunder. Pursuant to this Agreement, the Bank will employ the Executive on an at-will basis. Either party hereto may terminate the Executive's employment with the Bank at any time with or without cause and with or without notice. The effective date of this Agreement is April 21, 2021. This Agreement supersedes and replaces any prior agreement concerning Executive’s employment with the Bank.

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EMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement') is made and entered into as of October 27, 2022, by and between Santa Cruz County Bank (the “Bank”) and Min Cecilia Situ (the “Executive”) for the purposes set forth hereinafter.

RECITALS

WHEREAS, the Bank is a California State chartered bank subject to the supervision and regulation of the Department of Financial Protection and Innovation (“DFPI) and the Federal Deposit Insurance Corporation (“FDIC”);

WHEREAS, the Bank’s corporate headquarters are located at 75 River Street, Santa Cruz, CA 95060.

WHEREAS, the Executive serves as the Executive Vice President and Chief Financial Officer of the Bank pursuant to his/her appointment to such position effective as of October 27,2022.

WHEREAS, it is the intention of the parties in entering into this Agreement to set forth certain of the Bank and Executive rights and obligations with respect to Executive’s employment as Executive Vice President and Chief Financial Officer of the Bank.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Bank and the Executive agree as follows:

AGREEMENT

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EMPLOYMENTAGREEMENT

This Employment Agreement (“Agreement”) is made and entered into as of January 1, 2026, by andbetweenWestCoastCommunityBank(the“Bank”)andKristaSnelling(the“Executive”)for the purposes set forth hereinafter.

RECITALS

WHEREAS, the Bank is a California State chartered bank subject to the supervision and regulation of the Department of Financial Protection and Innovation (“DFPI”) and the Federal Deposit Insurance Corporation (“FDIC”);

WHEREAS,theBank’scorporateheadquartersarelocatedat75RiverStreet,SantaCruz, CA 95060.

WHEREAS,theExecutiveservesastheChairmanandChiefExecutiveOfficeroftheBank pursuant to her appointment to the President and ChiefExecutive Officer position effective as of March 1, 2021.

WHEREAS,theExecutivecurrentlyservesasChairmanof theBank while serving asthe Bank’s President and Chief Executive Officer. Upon removal or retirement, as the Bank’s President and ChiefExecutive Officer, theExecutiveshall immediately resign from theBoard of Directors.

WHEREAS, it is the intention of the parties in entering into this Agreement to set forth certainoftheBankandExecutiverightsandobligationswithrespect toExecutive’semployment as President and Chief Executive Officer of the Bank.

NOW,THEREFORE,inconsiderationofthemutualcovenantsandagreementscontainedherein, the Bank and the Executive agree as follows:

AGREEMENT

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WestCoastCommunityBancorp2024Equity-BasedCompensationPlan

I.THEPLAN

1.1.    Purpose.    Thepurposeofthis2024Equity-BasedCompensationPlan(the“Plan”)istopromotethe success of the Company by providing an additional means through the grant of Awards to attract, motivate, and retain key employees, including officers, and directors of the Company through the grant of stock-based compensation awards and incentives for high levels of individual performance and improved financial performance of the Company.

1.2.    Definitions.

(a)    “Award” shall mean an award of any Option, Restricted Stock Award, Restricted Share Unit Award, PerformanceShareAward,DividendEquivalent,oranycombinationthereof(including,butnotlimitedto restrictedunits or other deferred Awards), whether alternative or cumulative, authorizedbyandgranted under this Plan.

(b)    “Award Agreement” shall mean a written agreement signed bythe Participant setting forththe terms and conditions of an Award granted to the Participant as determined by the Committee

(c)    “Award Date” shall mean the date upon whichthe Committee adopts aresolution granting an Award or such later date as the Committee designates as the Award Date at the time the Committee adopts a resolution granting the Award.

(d)    “AwardPeriod”shallmeantheperiodbeginningonanAwardDateandendingontheexpirationdate of such Award.

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SANTA CRUZ COUNTY BANK

2014 OMNIBUS PLAN

Santa Cruz County Bank (“Company”) hereby adopts the 2014 Omnibus Plan (“Plan”) as set forth in this document. The Plan permits the grant of nonstatutory options, incentive stock options and restricted stock awards (individually or collectively referred to as an “Equity Award”).

1.    Purpose of the Plan.

The purpose of the Plan is to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Directors and Employees of the Company and to promote the success of the Company’s business. Options granted under the Plan may be Incentive Stock Options or Nonstatutory Stock Options, as determined by the Administrator at the time of grant of an Option and subject to the applicable provisions of Section 422 of the Code and the regulations promulgated thereunder. In addition, Restricted Stock Awards may be granted under the Plan to Directors and Employees. The Options and Restricted Stock Awards offered pursuant to the Plan are a matter of separate inducement and are not in lieu of salary or other compensation.

2.    Definitions.

As used herein, the following definitions shall apply:

(a)    “Administrator”means the Board or any of its Committees, as appropriate, appointed pursuant to Section 4 of the Plan.

(b)    “Board”means the Board of Directors of the Company.

(c)    “Code”means the Internal Revenue Code.

(d)    “Committee”means a Committee appointed by the Board in accordance with Section 4 of the Plan.

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August 27, 2026

MSP Recovery, Inc.

MSP Recovery, LLC

3525 NW 7th St

Miami, FL 33125

Attention:	Special Committee of the Board of Directors of MSP Recovery, Inc.
	Tom Hawkins (tomhawkins61@gmail.com)
	Roger Meltzer (roger.meltzer@us.dlapiper.com)

	RE:	One-time Limited Advance—Conditions Under Master Transaction Agreement, Security Agreement, and LLCA

Dear Messrs. Hawkins and Meltzer:

Reference is made to:

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August 14, 2026

MSP Recovery, Inc.

MSP Recovery, LLC

3525 NW 7th St

Miami, FL 33125

Attention:	Special Committee of the Board of Directors of MSP Recovery, Inc.
	Tom Hawkins (tomhawkins61@gmail.com)
	Roger Meltzer (roger.meltzer@us.dlapiper.com)

	RE:	One-time Limited Advance—Conditions Under Master Transaction Agreement, Security Agreement, and LLCA

Dear Messrs. Hawkins and Meltzer:

Reference is made to:

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HAZEL PARTNERS HOLDINGS LLC

August 26, 2026

MSP Recovery, LLC

2701 South Le Jeune Road, 10th Floor

Coral Gables, FL 33134

	Attn:	John Ruiz, Chief Executive Officer

Dear Mr. Ruiz:

Reference is made to:

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HAZEL PARTNERS HOLDINGS LLC

August 17, 2026

MSP Recovery, LLC

2701 South Le Jeune Road, 10th Floor

Coral Gables, FL 33134

	Attn:	John Ruiz, Chief Executive Officer

Dear Mr. Ruiz:

Reference is made to:

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INDEMNIFICATION AGREEMENT

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [●], 2026 between Tailored Brands, Inc., a Delaware corporation (the “Company”), and [●] (the “Indemnitee”). Capitalized terms used but not otherwise defined herein shall have the meaning set forth in Section [13 / 14] hereof.

WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation;

WHEREAS, the Fourth Amended and Restated Bylaws of the Company (as may be further amended, restated, modified and/or supplemented from time to time, the “Bylaws”) require indemnification of the directors and officers of the Company;

WHEREAS, the Bylaws and the General Corporation Law of the State of Delaware (the “DGCL”) expressly contemplate that contracts may be entered into between the Company and members of the Board of Directors of the Company (the “Board”), officers of the Company and other persons with respect to indemnification and advancement of Expenses;

WHEREAS, the uncertainties relating to insurance and indemnification have increased the difficulty of attracting and retaining directors and officers;

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TAILORED BRANDS, INC.

2026 Omnibus Incentive Plan

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PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT NOTICE

Pursuant to the terms and conditions of the Tailored Brands, Inc. 2026 Omnibus Incentive Plan, as amended from time to time (the “Plan”), Tailored Brands, Inc., a Delaware corporation (the “Company”), hereby grants to the individual listed below (“you” or the “Participant”) the target number of performance-based restricted stock units (the “PSUs”) set forth below. This award of PSUs (this “Award”) is subject to the terms and conditions set forth herein and in the Performance-Based Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”), Exhibit B attached hereto, the restrictive covenants attached hereto as Exhibit C (the “Restrictive Covenants*”*) and the Plan, each of which is incorporated herein by reference. Capitalized terms used but not defined herein shall have the meanings set forth in the Plan.

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