Common use of Compensation Modification Clause in Contracts

Compensation Modification. Notwithstanding anything herein to the contrary and to the extent consistent with the Capital Purchase Program (“CPP”), during the time the United States Department of Treasury (“Treasury”) owns any debt or equity securities of the Employer acquired pursuant to the CPP (the “CPP Period”), the terms of this Section 15 hereby amend and shall override any contrary or inconsistent terms contained in this Agreement and any and all other employment, compensation and benefit agreements, plans and policies with respect to the Executive that are in existence on the date hereof and that hereafter are adopted (the “Compensation Arrangements”). This Section 15 shall be construed in a manner that is consistent with Section 111(b) of the Emergency Economic Stabilization Act of 2008, as amended by the American Recovery and Reinvestment Act of 2009 and regulations issued thereunder (“EESA”). The Employer and Executive further agree that the Employer shall not adopt any new benefit plan with respect to Executive that does not comply with Section 111(b) of EESA as implemented by any guidance or regulation thereunder that has been issued and is in effect as of the date the Employer issues preferred stock and warrants to the Treasury. The Executive acknowledges that the Employer’s Compensation Committee has the sole and absolute discretion to modify or revoke any bonus or incentive compensation arrangement that would encourage the Executive to take unnecessary and excessive risks that would threaten the value of the Employer.

Compensation Modification. Notwithstanding anything herein to the contrary contrary, if at any time subsequent to execution of this Agreement and to the extent consistent with the Capital Purchase Program (“CPP”), during the time term of this Agreement, the United States Department of Treasury (“Treasury”) owns should own any debt or equity securities of the Employer acquired pursuant to the CPP Capital Purchase Program (the “CPP PeriodCPP”), the terms of this Section 15 hereby amend and shall override any contrary or inconsistent terms contained in this Agreement and any and all other employment, compensation and benefit agreements, plans and policies with respect to the Executive that are in existence on the date hereof and that hereafter are adopted (the “Compensation Arrangements”). This Section 15 shall be construed in a manner that is consistent with Section 111(b) of the Emergency Economic Stabilization Act of 20082008 (“EESA”) and regulations issued thereunder, or as amended superseded by all applicable provisions of the American Recovery and Reinvestment Act of 2009 and regulations issued thereunder (“EESAARRA”). The Employer and Executive further agree that the Employer shall not adopt any new benefit plan with respect to Executive that does not comply with Section 111(b) of EESA and ARRA as implemented by any guidance or regulation thereunder that has been issued and is in effect as of the date the Employer issues preferred stock and warrants to the Treasury. The Executive acknowledges that the Employer’s Compensation Committee has the sole and absolute discretion to modify or revoke any bonus or incentive compensation arrangement that would encourage the Executive to take unnecessary and excessive risks that would threaten the value of the Employer.