Common use of Rights in Event of Termination of Employment Absent Change in Control Clause in Contracts

Rights in Event of Termination of Employment Absent Change in Control. (a) In the event that Employee’s employment is involuntarily terminated by the Bank and the Corporation without Cause or Employee resigns for Good Reason, in each case other than within one hundred eighty (180) days of a Change in Control, then the Bank and the Corporation shall pay Employee his Accrued Benefits plus a lump sum payment equal to two (2) times his Annual Base Salary within sixty (60) days following the date of his termination of employment. In addition, for a period of two (2) years from the date of termination of employment, or until Employee secures substantially similar benefits through other employment, whichever shall first occur, Employee shall receive a continuation of all life, disability, medical insurance and other normal health and welfare benefits in effect with respect to Employee during the two (2) years prior to his termination of employment if the Bank and the Corporation cannot provide such benefits because Employee is no longer an employee, the Bank and the Corporation shall reimburse Employee in an amount equal to the monthly premium paid by him to obtain substantially similar health and welfare employee benefits which he enjoyed prior to termination, which reimbursement shall continue until the expiration of two (2) years from the date of termination of employment or until Employee secures substantially similar benefits through other employment, whichever shall first occur, subject to Code Section 409A if applicable. Notwithstanding any provision of this Agreement to the contrary, Employee shall forfeit his rights to receive the payments and benefits set forth in Section 7(a) unless he executes a general release of claims in favor of the Bank and the Corporation in a form to be provided by the Bank and the Corporation, and such release becomes effective and irrevocable in accordance with its terms, on or before the date that is sixty (60) days after Employee’s termination of employment.

Rights in Event of Termination of Employment Absent Change in Control. (a) In the event that EmployeeExecutive’s employment is involuntarily terminated by the Bank and the Corporation without Cause or Employee Executive resigns for Good Reason, in each case other than within one hundred eighty two (1802) days of years following a Change in Control, then the Bank and the Corporation shall pay Employee Executive his Accrued Benefits plus a lump sum payment equal to two (2) times (i) his Annual Base Salary Salary; and (ii) his average cash bonus and other cash incentive compensation earned by him with respect to the three calendar years immediately preceding the year of termination, which shall be paid to Executive within sixty (60) days following the date of his termination of employment. In addition, for a period of two (2) years from the date of termination of employment, or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, Employee Executive shall receive a continuation of all life, disability, medical insurance and other normal health and welfare benefits in effect with respect to Employee Executive during the two (2) years prior to his termination of employment if the Bank and the Corporation cannot provide such benefits because Employee Executive is no longer an employeeExecutive, the Bank and the Corporation shall reimburse Employee Executive in an amount equal to the monthly premium paid by him to obtain substantially similar health and welfare employee Executive benefits which he enjoyed prior to termination, which reimbursement shall continue until the expiration of two (2) years from the date of termination of employment or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, subject to Code Section 409A if applicable. Notwithstanding any provision of this Agreement to the contrary, Employee Executive shall forfeit his rights to receive the payments and benefits set forth in Section 7(a) unless he executes a general release of claims in favor of the Bank and the Corporation in a form to be provided by the Bank and the Corporation, and such release becomes effective and irrevocable in accordance with its terms, on or before the date that is sixty (60) days after EmployeeExecutive’s termination of employment.

Rights in Event of Termination of Employment Absent Change in Control. (a) In the event that Employee’s Executive's employment is involuntarily terminated by the Corporation and/or Bank and the Corporation without Cause or Employee resigns for Good Reason, in each case other than within one hundred eighty (180) days of a and no Change in Control, then the Bank and the Corporation Control shall pay Employee his Accrued Benefits plus a lump sum payment equal to two (2) times his Annual Base Salary within sixty (60) days following have occurred at the date of his termination such termination, Corporation and Bank shall pay Executive an amount equal to and no greater than 2.99 times the Executive's Agreed Compensation as defined in subsection (f) of employmentSection 3, and shall be payable in thirty-six (36) equal monthly installments and shall be subject to federal, state and local tax withholdings. In addition, for a period of two three (23) years from the date of termination of employment, or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, Employee Executive shall receive a continuation of all life, disability, medical insurance and other normal health and welfare benefits in effect with respect to Employee Executive during the two (2) years prior to his termination of employment employment, or, if the Corporation and Bank and the Corporation cannot provide such benefits because Employee Executive is no longer an employee, the Bank and the Corporation shall reimburse Employee in an a dollar amount equal to the monthly premium paid by him cost to obtain Executive of obtaining such benefits (or substantially similar health and welfare employee benefits). In addition, if permitted pursuant to the terms of the plan, Executive shall receive additional retirement benefits to which he enjoyed prior would have been entitled had his employment Execution Copy continued through the then remaining term of the Agreement. However, in the event the payment described herein, when added to termination, which reimbursement shall continue until all other amounts or benefits provided to or on behalf of the expiration of two (2) years from the date of Executive in connection with his termination of employment or until Employee secures substantially similar benefits through other employment, whichever shall first occur, subject to would result in the imposition of an excise tax under Code Section 409A 4999, such payments shall be retroactively (if applicablenecessary) reduced to the extent necessary to avoid such excise tax imposition. Upon written notice to Executive, together with calculations of Corporation's independent auditors, Executive shall remit to Corporation the amount of the reduction plus such interest as may be necessary to avoid the imposition of such excise tax. Notwithstanding the foregoing or any other provision of this Agreement contract to the contrary, Employee shall forfeit his rights to receive the payments and benefits set forth in Section 7(a) unless he executes a general release of claims in favor if any portion of the Bank and amount herein payable to the Executive is determined to be non-deductible pursuant to the regulations promulgated under Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), the Corporation in a form shall be required only to pay to Executive the amount determined to be provided by the Bank and the Corporation, and such release becomes effective and irrevocable in accordance with its terms, on or before the date that is sixty (60) days after Employee’s termination of employment.deductible under Section 280G.

Rights in Event of Termination of Employment Absent Change in Control. (a) In the event that EmployeeExecutive’s employment is involuntarily terminated by the Bank and the Corporation without Cause or Employee Executive resigns for Good Reason, in each case other than within one hundred eighty two (1802) days of years following a Change in Control, then the Bank and the Corporation shall pay Employee Executive his Accrued Benefits plus a lump sum payment equal to two three (23) times (i) his Annual Base Salary Salary; and (ii) his average cash bonus and other cash incentive compensation earned by him with respect to the three calendar years immediately preceding the year of termination, which shall be paid to Executive within sixty (60) days following the date of his termination of employment. In addition, for a period of two three (23) years from the date of termination of employment, or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, Employee Executive shall receive a continuation of all life, disability, medical insurance and other normal health and welfare benefits in effect with respect to Employee Executive during the two three (23) years prior to his termination of employment if the Bank and the Corporation cannot provide such benefits because Employee Executive is no longer an employeeExecutive, the Bank and the Corporation shall reimburse Employee Executive in an amount equal to the monthly premium paid by him to obtain substantially similar health and welfare employee Executive benefits which he enjoyed prior to termination, which reimbursement shall continue until the expiration of two three (23) years from the date of termination of employment or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, subject to Code Section 409A if applicable. Notwithstanding any provision of this Agreement to the contrary, Employee Executive shall forfeit his rights to receive the payments and benefits set forth in Section 7(a) unless he executes a general release of claims in favor of the Bank and the Corporation in a form to be provided by the Bank and the Corporation, and such release becomes effective and irrevocable in accordance with its terms, on or before the date that is sixty (60) days after EmployeeExecutive’s termination of employment.

Rights in Event of Termination of Employment Absent Change in Control. (a) In the event that EmployeeExecutive’s employment is involuntarily terminated by the Bank and the Corporation without Cause or Employee Executive resigns for Good Reason, in each case other than within one hundred eighty (180) days of a Change in Control, then the Bank and the Corporation shall pay Employee Executive his Accrued Benefits plus a lump sum payment equal to two the sum of (2i) 2.99 times his Annual Base Salary and (ii) the aggregate amount if all unpaid Retention Bonuses, if any, which shall be paid to Executive within sixty (60) days following the date of his termination of employment. In addition, for a period of two (2) 2.99 years from the date of termination of employment, or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, Employee Executive shall receive a continuation of all life, disability, medical insurance and other normal health and welfare benefits in effect with respect to Employee Executive during the two (2) 2.99 years prior to his termination of employment if the Bank and the Corporation cannot provide such benefits because Employee Executive is no longer an employee, the Bank and the Corporation shall reimburse Employee Executive in an amount equal to the monthly premium paid by him to obtain substantially similar health and welfare employee benefits which he enjoyed prior to termination, which reimbursement shall continue until the expiration of two (2) 2.99 years from the date of termination of employment or until Employee Executive secures substantially similar benefits through other employment, whichever shall first occur, subject to Code Section 409A if applicable. Notwithstanding any provision of this Agreement to the contrary, Employee Executive shall forfeit his rights to receive the payments and benefits set forth in Section 7(a) unless he executes a general release of claims in favor of the Bank and the Corporation in a form to be provided by the Bank and the Corporation, and such release becomes effective and irrevocable in accordance with its terms, on or before the date that is sixty (60) days after EmployeeExecutive’s termination of employment.