ORIENTAL FINANCIAL GROUP INC.
JOSE ENRIQUE FERNANDEZ
AGREEMENT made as of the 4th day of April, 2005, by and between ORIENTAL FINANCIAL GROUP
INC., a financial holding company which has its principal office in San Juan, Puerto Rico (hereinafter referred to
as the "Company") and JOSE ENRIQUE FERNANDEZ (sometimes hereinafter referred to as the "Chairman").
WHEREAS, Jose Enrique Fernandez has been the President, Chief Executive Officer and Chairman of the
Company since October, 1988 and the retention of his services as non-executive Chairman of the Company's
Board of Directors is of material importance to the preservation and enhancement of the value of the Company's
WHEREAS, the Company and the Chairman wish to enter into this Agreement and intend that this Agreement
shall become effective as of January 1, 2005;
NOW THEREFORE, in consideration of the mutual covenants set forth, the Company and the Chairman do
hereby agree as follows:
1. TERM OF ENGAGEMENT
1.1 The Company hereby retain the services of Mr. Jose Enrique Fernandez as Chairman of its Board of
Directors and the Chairman hereby accepts said retention and agrees to render such
services to the Company on the terms and conditions set forth in this Agreement for a term of three (3) years
commencing on January 1st, 2005 (the "Effective Date") and terminating on December 31, 2007, unless further
extended or sooner terminated in accordance with the terms and conditions hereinafter set forth.
Not less than one hundred twenty (120) days in advance of the expiration of the term of this Agreement the
parties will determine whether to extend the term and, if extended, under which terms and conditions.
1.2 During the term of this Agreement, the Chairman shall devote his best efforts to performing such services for
the Company as may be consistent with his title of non-executive Chairman of the Company's Board of
1.3 The services of the Chairman to the