Common use of Termination Not in Connection With Change in Control Clause in Contracts

Termination Not in Connection With Change in Control. In the event that the employment of the EMPLOYEE is terminated before the expiration of the TERM for any reason other than death, termination for Cause or termination in connection with a Change in Control, then the following shall occur: (I) The COMPANY shall be obligated to continue to pay to the EMPLOYEE, his designated beneficiaries or his estate, a lump sum amount, within ten (10) days of his termination, equal to the base salary that would have been paid to the EMPLOYEE through the expiration of the TERM, at the annual rate of salary in effect at the time of termination pursuant to Section 3(b) above, plus a cash bonus equal to the cash bonus, if any, paid to the EMPLOYEE in the twelve month period prior to the termination of employment; (II) The COMPANY shall continue to provide to the EMPLOYEE, at its expense, health, life, disability and other benefits substantially equal to those being provided to the EMPLOYEE at the date of termination of his employment until the earliest to occur of the expiration of the TERM or the date on which the EMPLOYEE is included in another employer’s benefit plans as a full-time EMPLOYEE; and (III) The EMPLOYEE shall not be required to mitigate the amount of any payment provided for in this Agreement by seeking other employment or otherwise, nor shall any amounts received from other employment or otherwise by the EMPLOYEE offset in any manner the obligations of the COMPANY hereunder, except as specifically stated in subparagraph (II) above. As a condition precedent to receiving the lump sum severance payment and benefits under this Section 4(a)(ii)(C), EMPLOYEE shall execute a release agreement in a form provided by the COMPANY or United Community Bank (“BANK”). In said release agreement, EMPLOYEE shall, among other provisions included at the discretion of the BANK and/or the COMPANY, agree to fully and forever discharge and release COMPANY, its past and present subsidiary and affiliated corporations or business entities and its and their past and present EMPLOYEEs, agents, representatives, officers, benefit plans, and directors from any and all actions, causes of action, claims, demands, damages, costs, expenses and compensation on account of, or in any way growing out of any and all damage that EMPLOYEE had, has, or may have against the COMPANY and/or the BANK as of the time the release agreement is executed by EMPLOYEE.

Termination Not in Connection With Change in Control. In the event that the employment of the EMPLOYEE is terminated before the expiration of the TERM for any reason other than death, termination for Cause or termination in connection with a Change in Control, then the following shall occur: (I) The COMPANY shall be obligated to continue to pay to the EMPLOYEE, his her designated beneficiaries or his her estate, a lump sum amount, within ten (10) days of his her termination, equal to the base salary that would have been paid to the EMPLOYEE through the expiration of the TERM, at the annual rate of salary in effect at the time of termination pursuant to Section 3(b) above, plus a cash bonus equal to the cash bonus, if any, paid to the EMPLOYEE in the twelve month period prior to the termination of employment; (II) The COMPANY shall continue to provide to the EMPLOYEE, at its expense, health, life, disability and other benefits substantially equal to those being provided to the EMPLOYEE at the date of termination of his her employment until the earliest to occur of the expiration of the TERM or the date on which the EMPLOYEE is included in another employer’s benefit plans as a full-time EMPLOYEE; and (III) The EMPLOYEE shall not be required to mitigate the amount of any payment provided for in this Agreement by seeking other employment or otherwise, nor shall any amounts received from other employment or otherwise by the EMPLOYEE offset in any manner the obligations of the COMPANY hereunder, except as specifically stated in subparagraph (II) above. As a condition precedent to receiving the lump sum severance payment and benefits under this Section 4(a)(ii)(C), EMPLOYEE shall execute a release agreement in a form provided by the COMPANY or United Community Bank (“BANK”). In said release agreement, EMPLOYEE shall, among other provisions included at the discretion of the BANK and/or the COMPANY, agree to fully and forever discharge and release COMPANY, its past and present subsidiary and affiliated corporations or business entities and its and their past and present EMPLOYEEs, agents, representatives, officers, benefit plans, and directors from any and all actions, causes of action, claims, demands, damages, costs, expenses and compensation on account of, or in any way growing out of any and all damage that EMPLOYEE had, has, or may have against the COMPANY and/or the BANK as of the time the release agreement is executed by EMPLOYEE.

Termination Not in Connection With Change in Control. In the event that the employment of the EMPLOYEE is terminated before the expiration of the TERM for any reason other than death, termination for Cause or termination in connection with a Change in Control, then the following shall occur: (I) The COMPANY shall be obligated to continue to pay to the EMPLOYEE, his designated beneficiaries or his estate, a lump sum amount, within ten (10) days of his termination, equal to the base salary that would have been paid to the EMPLOYEE through the expiration of the TERM, at the annual rate of salary in effect at the time of termination pursuant to Section 3(b) above, plus a cash bonus equal to the cash bonus, if any, paid to the EMPLOYEE in the twelve month period prior to the termination of employment; (II) The COMPANY shall continue to provide to the EMPLOYEE, at its expense, health, life, disability and other benefits substantially equal to those being provided to the EMPLOYEE at the date of termination of his employment until the earliest to occur of the expiration of the TERM or the date on which the EMPLOYEE is included in another employer’s benefit plans as a full-time EMPLOYEE; and (III) The EMPLOYEE shall not be required to mitigate the amount of any payment provided for in this Agreement by seeking other employment or otherwise, nor shall any amounts received from other employment or otherwise by the EMPLOYEE offset in any manner the obligations of the COMPANY hereunder, except as specifically stated in subparagraph (II) above. As a condition precedent to receiving the lump sum severance payment and benefits under this Section 4(a)(ii)(C), EMPLOYEE shall execute a release agreement in a form provided by the COMPANY or United Community Bank (“BANK”). In said release agreement, EMPLOYEE shall, among other provisions included at the discretion of the BANK and/or the COMPANY, agree to fully and forever discharge and release COMPANY, its past and present subsidiary and affiliated corporations or business entities and its and their past and present EMPLOYEEsEMPLOYEES, agents, representatives, officers, benefit plans, and directors from any and all actions, causes of action, claims, demands, damages, costs, expenses and compensation on account of, or in any way growing out of any and all damage that EMPLOYEE had, has, or may have against the COMPANY and/or the BANK as of the time the release agreement is executed by EMPLOYEE.