SEPARATION AGREEMENT AND GENERAL RELEASE
THIS SEPARATION AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made and entered into by
and between WILLIAM J. GRIMM (hereafter referred to as “Mr. Grimm”) and PACIFIC CAPITAL BANK, N.A.
(hereafter referred to as “PCB”) with reference to the following facts:
NOW, THEREFORE , the parties hereto, intending to be legally bound, do hereby agree as follows:
To assist Mr. Grimm in his transition, and in consideration of the promises made by Mr. Grimm in this
Agreement, PCB agrees, subject to the other terms and conditions of this Agreement, to furnish the following
benefits to Mr. Grimm:
In consideration of PCB’s promises under this Agreement, Mr. Grimm agrees as follows:
2.1 Consultation Services . Mr. Grimm agrees that, for a twelve (12)-month period commencing with his
execution of this Agreement and ending twelve months thereafter, he will, upon reasonable advance notice, make
himself available during normal business hours to consult with PCB concerning questions PCB may have about
information technology projects undertaken or programs installed during Mr. Grimm’s tenure at PCB, and such other
matters as PCB may reasonably request. PCB agrees that Mr. Grimm will not be required to provide more than ten
(10) hours of consulting services in any calendar week, nor more than a cumulative total of more than twenty
(20) hours of consulting services in any calendar month, and that there is no minimum number of hours of consultation
services that Mr. Grimm will be required to render in order to receive the benefits provided for under Section 1, above.
PCB agrees to reimburse Mr. Grimm for any reasonable actual travel, hotel and meal expenses associated with any
travel to Santa Barbara or other locations that PCB may request Mr. Grimm to undertake in conjunction with
furnishing such consulting services.
2.2 General Release . Mr. Grimm hereby fully, finally and forever releases and discharges the