0000950123-09-000174 Sample Contracts

AMENDMENT TO EXECUTIVE SEVERANCE AGREEMENT FOR INTERNAL REVENUE CODE SECTION 409A COMPLIANCE
Us Bancorp \De\ • January 7th, 2009 • National commercial banks

WHEREAS, Executive and the Company have entered into the Executive Severance Agreement which provides for the lump sum payment to Executive of Termination Benefits, within thirty (30) days of termination, if, within twenty-four (24) months following a Change in Control, Executive’s employment is terminated by the Company (other than for reasons of Cause or Disability) or by Executive for Good Reason; and

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AMENDMENT TO EMPLOYMENT AGREEMENT FOR INTERNAL REVENUE CODE SECTION 409A COMPLIANCE
Us Bancorp \De\ • January 7th, 2009 • National commercial banks

WHEREAS, Employee and the Company have entered into the Employment Agreement which provides, among other things, for the payment of Termination Payments upon Employee’s termination of employment (i) by the Company without cause, (ii) by Employee as a result of negative changes in the employment relationship that effectively render such termination an involuntary termination, or (iii) by Employee voluntarily within two years following a Change in Control; and

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