This Employment Agreement (“ Agreement ”) is entered into and effective as of September 20, 2004 (the “ Effective Date ”) by
and between AmericanWest Bancorporation, a Washington corporation (“ AWBC ”), its wholly owned subsidiary
AmericanWest Bank, a Washington state-chartered bank (the “ Bank ” and together with AWBC, “ Employer ”), and Robert M.
Daugherty (“ Executive ”).
Employer wishes to employ Executive as the President and Chief Executive Officer of AWBC and the Bank, and Executive
wishes to accept such employment, under the terms and conditions set forth in this Agreement.
The parties agree as follows:
1. Definitions; Construction . Defined terms used in this Agreement are capitalized and, where not expressly defined in a
separate section of this Agreement, are defined as set forth in Section 17 . The headings of Sections in this Agreement are
provided for convenience only and will not affect its construction or interpretation. All references to “Section” or “Sections”
refer to the corresponding Section or Sections of this Agreement.
2. Employment; Title . Employer hereby employs Executive, and Executive hereby accepts employment with Employer,
upon the terms and conditions set forth in this Agreement. Executive’s title shall be “President and Chief Executive Officer” of
AWBC and of the Bank.
3. Term of Employment . The term of this Agreement (“ Term ”) is four years, commencing on the Effective Date. If the
parties do not renew this Agreement or enter into a new employment agreement at the end of the Term, then at that time, to the
extent Executive remains employed by Employer, (i) Executive shall be deemed an at-will employee of Employer, (ii) Executive
shall cease to have any right to continued employment under this Agreement, and (iii) upon termination of his employment,
Executive shall only be entitled to receive the salary and bonuses earned and reimbursable expenses incurred thr