Common use of TARP Clause in Contracts

TARP. Notwithstanding any provision of this Agreement to the contrary, if the Bank is, as a result of its or any Affiliate’s participation in TARP, prohibited from paying or providing to Executive any of the benefits described herein, Executive shall have no further right to receive, and shall forever waive and discharge any claim against the Employer or any respective directors, officers, employees, and agents with respect to, any such benefits, and Executive shall not be entitled to any other compensation or benefit in lieu thereof. Further, to the extent Executive is or becomes subject to the “claw-back” provisions of Section 111(b)(3)(B) of the EESA as a result of the Bank’s or any Affiliate’s participation in TARP, Executive shall repay to the Bank, within 15 business days of notification in writing that such amounts are required to be repaid pursuant to such claw-back provisions, any amounts of incentive compensation paid to Executive if it is later determined that such payments were based on materially inaccurate financial statements or performance metrics, or such claw-back is otherwise required by the Treasury pursuant to its authority under TARP. If the Bank notifies Executive in writing that benefits received by Executive hereunder are in violation of the EESA, Executive shall repay the aggregate amount of such payments to the Bank no later than 15 business days following Executive’s receipt of such notice. If Executive does not repay any such amounts within such 15-day periods, Executive shall be liable for any costs incurred by the Bank, including reasonable legal fees, in pursuing repayment of any such amounts.

TARP. Notwithstanding any provision of this Agreement to the contrary, if the Bank is, as a result of its or any Affiliate’s participation in TARP, prohibited from paying or providing to Executive any of the benefits described herein, Executive shall have no further right to receive, and shall forever waive and discharge any claim against the Employer or any respective directors, officers, employees, and agents with respect to, any such benefits, and Executive shall not be entitled to any other compensation or benefit in lieu thereof. Further, to the extent Executive is or becomes subject to the “claw-back” provisions of Section 111(b)(3)(B) of the EESA as a result of the Bank’s or any Affiliate’s participation in TARP, Executive shall repay to the Bank, within 15 business days of notification in writing that such amounts are required to be repaid pursuant to such claw-back provisions, any amounts of incentive compensation paid to Executive if it is later determined that such payments were based on materially inaccurate financial statements or performance metrics, or such claw-back is otherwise required by the Treasury pursuant to its authority under TARP. If the Bank notifies Executive in writing that benefits received by Executive hereunder are in violation of the EESA, Executive shall repay the aggregate amount of such payments #847553v2_IMAN_ - Stiteley First Community Financial Employment Agreement 8 to the Bank no later than 15 business days following Executive’s receipt of such notice. If Executive does not repay any such amounts within such 15-day periods, Executive shall be liable for any costs incurred by the Bank, including reasonable legal fees, in pursuing repayment of any such amounts.