Common use of Death or Incapacity Clause in Contracts

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination; (ii) any incentive or bonus compensation due and owing pursuant to the terms of any incentive or bonus plan, payable when otherwise due; (iii) any benefits due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him unable to perform the essential functions of his Position, and such impairment exists for six months out of a twelve-month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this Agreement, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary Base Salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due and owing pursuant to earned during the terms calendar year preceding the calendar year of any incentive or bonus plantermination, but not yet paid as of the date of termination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; and (iii) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably Company determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank Company shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank Company determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six (6) months out of a twelve-within any twelve (12) month period. Notwithstanding any other provision in this Agreement, the Bank Company shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations under this Section 7(a)) shall be owed or paid under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, estate shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (iA) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than 30 days thereafter; (iiB) any incentive or annual bonus compensation due and owing pursuant earned prior to termination but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (i) the thirtieth (30th) day after the date of termination, or (ii) when otherwise due; (iiiC) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (iA) – (iiiC) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, ,” the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six months out of a twelve-within any twelve month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations) shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 2(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus . If Employer determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the Bank ,” Employer shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations) shall be owed or paid paid, including those under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank Company (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination; (ii) any incentive or bonus compensation due and owing pursuant to the terms of any incentive or bonus plan, payable when otherwise due; (iii) any benefits due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank Company reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank Company shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). For purposes of this Agreement, “Incapacity” shall occur if the Bank Company determines that the Executive is suffering a physical or mental impairment that renders him unable to perform the essential functions of his Position, and such impairment exists for six months out of a twelve-month period. Notwithstanding any other provision in this Agreement, the Bank Company shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this Agreement, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked Base Salary which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 2(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus . If Employer determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the Bank ,” Employer shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations) shall be owed or paid paid, including those under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b)(i) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – — (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of Executive’s death through the end of the month in which Executive’s death occurs, payable in a lump sum as soon as administratively feasible following Executive’s death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Employer determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the Bank ,” Employer shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above or any other incentive compensation for the terms prior fiscal year, but not yet paid as of any incentive or bonus planthe date of termination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if she survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of his death through the end of the month in which his death occurs, payable in a lump sum as soon as administratively feasible following his death, but not later than thirty (iv30) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))days thereafter. If the Bank reasonably Employer determines that Incapacity, Incapacity (as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, ,” the Bank Employer shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his Positionposition for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by the Employer or its insurer, and such impairment exists acceptable to Executive or his legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by the Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of Executive’s death through the end of the month in which Executive’s death occurs, payable in a lump sum as soon as administratively feasible following Executive’s death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it Employer may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b)(i) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30”1) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – — (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of Executive’s death through the end of the month in which Executive’s death occurs, payable in a lump sum as soon as administratively feasible following Executive’s death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – — (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of Executive’s death through the end of the month in which Executive’s death occurs, payable in a lump sum as soon as administratively feasible following Executive’s death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of her death through the end of the month in which her death occurs, payable in a lump sum as soon as administratively feasible following her death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it Employer may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his Positionher position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or her legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, estate shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (iA) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than 30 days thereafter; (iiB) any incentive or annual bonus compensation due and owing pursuant earned prior to termination but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (i) the thirtieth (30th) day after the date of termination, or (ii) when otherwise due; (iiiC) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (iA) – (iiiC) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably MTC determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the Bank ,” MTC shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six months out of a twelve-within any twelve month period. Notwithstanding any other provision in this Agreement, the Bank MTC shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations) shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary Base Salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due and owing pursuant to earned during the terms calendar year preceding the calendar year of any incentive or bonus plantermination, but not yet paid as of the date of termination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; and (iii) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event Employment Agreement with Xxxxx X. Xxxxxxxxx effective April 1, 2018 of a termination due to Incapacity, the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six (6) months out of a twelve-within any twelve (12) month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations under this Section 7(a)) shall be owed or paid under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary Base Salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due and owing pursuant to earned during the terms calendar year preceding the calendar year of any incentive or bonus plantermination, but not yet paid as of the date of termination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; and (iii) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event Employment Agreement with Xxxx X. Xxxxx effective April 1, 2018 of a termination due to Incapacity, the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six (6) months out of a twelve-within any twelve (12) month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations under this Section 7(a)) shall be owed or paid under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she survives the Executive, or, if not, the Executive’s estate, as applicable, estate shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (iA) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than 60 days thereafter; (iiB) any incentive or annual bonus compensation due and owing pursuant to earned during the terms calendar year preceding the calendar year of any incentive or bonus plantermination, but not yet paid as of the date of termination, payable on the earlier of (i) the thirtieth (30th) day after the date of termination, or (ii) when otherwise due; (iiiC) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (iA) – (iiiC) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably Company determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank Company shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank Company determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six months out of a within any twelve-month period. Notwithstanding any other provision in this Agreement, the Bank SVBI shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations under this Section 6(a)) shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; and (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined. Additionally, and payable if Executive’s spouse or other family is covered by Employer’s health plan at the time providedof his death, Employer shall provide Executive’s family with continuing health care coverage as required under Employer’s health plan in Section 7(a)(ii)accordance with the Consolidated Omnibus Budget Reconciliation Act (“COBRA”). To the extent such COBRA coverage is properly elected and continues in place, Employer will reimburse premiums paid, or otherwise provide payment for, such COBRA coverage such that there is no cost to Executive’s family for a period of twelve (12) months following Executive’s death. If the Bank reasonably Employer determines that Incapacity, Incapacity (as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the Bank ,” Employer shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his PositionExecutive’s position for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or Executive’s legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and, in the event of Executive’s death, the family health coverage payments) shall be owed or paid paid, including those under Section 7(a) or Section 9(a8(a) or Section 8(b).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the The Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary Base Salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due and owing pursuant to earned during the terms calendar year preceding the calendar year of any incentive or bonus plantermination, but not yet paid as of the date of termination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; and (iii) any benefits or awards vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him the Executive unable to perform the essential functions of his the Position, and such impairment exists for six (6) months out of a twelve-within any twelve (12) month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations under this Section 7(a)) shall be owed or paid under Section 7(a) or Section 9(a8(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination, but not later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested, due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of his death through the end of the month in which his death occurs, payable in a lump sum as soon as administratively feasible following his death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his Positionposition for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer and acceptable to Executive or his legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for the benefit of Executive (and such impairment exists for six months out of others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she he survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his her death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she he survives himher , or, if not, his her estate shall also receive (i) any unpaid base salary for the time worked through the date of termination payable in a lump sum as soon as administratively feasible following termination; (ii) any incentive or bonus compensation due and owing pursuant to the terms of any incentive or bonus plan, payable when otherwise due; (iii) any benefits due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) are collectively referred to as the “Accrued Obligations”); and (iv) the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty (30) days’ written notice, provided that, within thirty (30) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to Incapacity, the Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii)). For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the Executive is suffering a physical or mental impairment that renders him her unable to perform the essential functions of his her Position, and such impairment exists for six months out of a twelve-month period. Notwithstanding any other provision in this Agreement, the Bank shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this Agreement, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments shall be owed or paid under Section 7(a) or Section 9(a).

Death or Incapacity. The Executive’s employment under this Agreement shall terminate automatically upon the Executive’s death. In the event of termination due to the death of the Executive, the Executive’s spouse, if she the spouse survives the Executive, or, if not, the Executive’s estate, as applicable, shall receive an amount equal to three (3) months of the Executive’s base salary in effect at his death. Such amount will be payable over the three (3) month period beginning the month following the month in which the Executive’s death occurred in accordance with the established payroll practices of the Bank (not less frequently than monthly) for the period during which such payments are to be made. The Executive’s spouse, if she survives him, or, if not, his estate shall also receive (i) any unpaid base salary for the time worked which otherwise would be payable to Executive through the date of termination payable in a lump sum as soon as administratively feasible following termination. but not. later than thirty (30) days thereafter; (ii) any incentive or annual bonus compensation due earned and owing awarded pursuant to Section 3(b) above, but not yet paid as of the terms date of any incentive or bonus plantermination, payable on the earlier of (A) the thirtieth (30th) day after the date of termination, or (B) when otherwise due; (iii) any benefits vested. due and owing pursuant to the terms of any other plans, policies or programs, payable when otherwise due (hereinafter subsections (i) – (iii) collectively are collectively referred to as the “Accrued Obligations”); and . Executive’s spouse, if the spouse survives Executive, or, if not, Executive’s estate shall also receive an amount equal to Executive’s base salary from the date of his death through the end of the month in which his death occurs, payable in a lump sum as soon as administratively feasible following his death, but not later than thirty (iv30) the Pro-Rata Bonus days thereafter. If Holding Company’s Board of Directors or its designee determines that Incapacity (as defined, and payable at the time provided, in Section 7(a)(ii)). If the Bank reasonably determines that Incapacity, as hereinafter defined, defined below) of the Executive has occurred, it may terminate the Executive’s employment and this Agreement upon thirty ninety (3090) days’ written notice, provided that, within thirty ninety (3090) days after receipt of such notice, the Executive shall not have returned to full-time performance of the Executive’s assigned duties. In the event of a termination due to “Incapacity, the ,” Bank shall pay the Accrued Obligations to the Executive and the Pro-Rata Bonus (as defined, and payable at the time provided, in Section 7(a)(ii))Executive. For purposes of this Agreement, “Incapacity” shall occur if the Bank determines that the (i) Executive is suffering a physical or mental impairment that renders him unable to perform the essential material functions of his Positionposition for thirteen (13) consecutive weeks and is then deemed to be permanently unable to continue in the Position by a physician selected by Employer or its insurer, and such impairment exists acceptable to Executive or his legal representative, which consent shall not be unreasonably withheld, or (ii) Executive is deemed disabled as defined in the policy of disability insurance maintained by Employer for six months out the benefit of Executive (and others if a twelve-month periodgroup policy). Notwithstanding any other provision in this Agreement, the Bank Employer shall comply with all requirements of the Americans with Disabilities Act. Notwithstanding any other provision of this AgreementFurther, if the Executive’s employment is terminated due to death or “Incapacity,” then no payments (other than the Accrued Obligations and spousal death benefit described above) shall be owed or paid paid, including those under Section 7(a) or Section 9(a).