Common use of Resignation of Executive Clause in Contracts

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafter, at any time, there shall be: (i) any involuntary termination of the Executive's employment (other than for Cause or Disability); (ii) any reduction in the Executive's title, responsibilities, including reporting responsibilities, or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary in effect immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or Ownership, or the taking of any action that would materially reduce any of such benefits in effect at the time of the Change in Control or Ownership, unless such reduction relates to a reduction in benefits applicable to all employees generally, (viii) any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; (ix) any failure of the Board of Directors of NPB or the Bank, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank; then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of the forgoing events, the Executive may resign from employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing (the "Notice of Termination) to NPB and the Bank and the provisions of Section 4 of this Agreement shall apply.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafter, at any time, there shall be: (i) any i. Any involuntary termination of the Executive's employment (other than for Cause Cause, death or Disability); (ii) any . Any reduction in the Executive's title, responsibilities, including reporting responsibilities, or authority, including such title, responsibilities or authority as such it may be increased from time to time; (iii) the . The assignment to the Executive of duties inconsistent with the Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change change in Control or Ownership; (iv) any . Any reassignment of the Executive to a location farther than a thirty (30) minute one hour commute by automobile from Boyertown, Pennsylvaniahis primary workplace immediately prior to the Change in Control or Ownership; (v) any v. Any reduction in the Executive's annual base salary in effect immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any . Any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB NGP or an Affiliate affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such these plans; (vii) any . Any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB NGP or an Affiliate affiliate in which the Executive participated immediately prior to a Change in Control or Ownership, or the taking of any action that would materially reduce any of such benefits in effect at the time of the Change in Control or Ownership, unless such this reduction relates to a reduction in benefits applicable to all employees generally,; (viii) any . Any requirement that the Executive travel in performance of his duties on behalf of NPB NGP or an Affiliate affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership Ownership occurred; (ix) any . Any failure of the NGP's Board of Directors of NPB or the Bank, respectively, to nominate the Executive for election as a member of the NGP's Board of Directors of NPB or the BankDirectors, as the case may be, at the expiration of the Executive's then existing term; (x) any x. Any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge performance of the Executive's duties on behalf of NPB NGP or an Affiliateaffiliate; or (xi) any . Any breach of this Agreement of any nature whatsoever on the part of NPB or the BankNGP; then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of the forgoing foregoing events, the Executive may resign from employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing (the "Notice of Termination") to NPB NGP, and the Bank Continuing Compensation and the Benefits' provisions of Section 4 of this Agreement shall apply.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin one hundred eighty (180) days after the effective date of a Change in Control (or thirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the "Transition Period") there shall be: (i) any a. Any involuntary termination of the Executive's employment Employment (other than for Cause or DisabilityCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute by automobile from Boyertown, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank"Triggering Event"); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of any Triggering Event within the forgoing eventsTransition Period, the Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to 100% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of Employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment provided for in the preceding paragraph by seeking other employment or otherwise, nor shall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyEmployment or otherwise, except as otherwise provided therein.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin one hundred eighty (180) days after the effective date of a Change in Control (or thirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the “Transition Period”) there shall be: (i) any a. Any involuntary termination of the Executive's employment (other than for Cause or DisabilityCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute by automobile from Allentown, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank“Triggering Event”); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days 180)days of the occurrence of each and every of any Triggering Event within the forgoing eventsTransition Period, the Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to 200% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment provided for in the preceding paragraph by seeking other employment or otherwise, nor shall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyemployment or otherwise, except as otherwise provided therein.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin one hundred eighty (180) days after the effective date of a Change in Control (or thirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the "Transition Period") there shall be: (i) any a. Any involuntary termination of the Executive's employment (other than for Cause or DisabilityCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute by automobile from Boyertown, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank"Triggering Event"); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of any Triggering Event within the forgoing eventsTransition Period, the Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to ____% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment provided for in the preceding paragraph by seeking other employment or otherwise, nor shall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyemployment or otherwise, except as otherwise provided therein.

Resignation of Executive. If a Change change in Control control or Ownership ownership shall occur and if thereafter, at any time, there shall be: (i) any involuntary termination of the Executive's employment (other than for Cause or Disability); (ii) any reduction in the Executive's title, responsibilities, including reporting responsibilities, or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the Executive's office immediately prior to a Change in Control or Ownership ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary in effect immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or Ownership, or the taking of any action that would materially reduce any of such benefits in effect at the time of the Change in Control or Ownership, unless such reduction relates to a reduction in benefits applicable to all employees generally,; (viii) any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership Ownership occurred; (ix) any failure of the Board of Directors of NPB or the Bank, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank; then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of the forgoing events, the Executive may nay resign from employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing (the "Notice of Termination) to NPB and the Bank and the provisions of Section 4 of this Agreement shall apply.delivering

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin onehundred eighty (180) days after the effective date of a Change in Control (orthirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the “Transition Period”) there shall be: (i) any a. Any involuntary termination of the Executive's employment (other than for Cause or DisabilityforCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such includingsuch title, responsibilities or authority as such may be increased from time to timeto time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change aChange in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least atleast as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute byautomobile from Boyertown, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf onbehalf of NPB or an Affiliate for a greater period of time during any year than yearthan was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank“Triggering Event”); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180eighty(180) days of the occurrence of each and every of any Triggering Event within the forgoing events, the Transition Period,Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to 150% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment providedfor in the preceding paragraph by seeking other employment or otherwise, norshall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyemployment or otherwise, except as otherwise provided therein.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin one hundred eighty (180) days after the effective date of a Change in Control (or thirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the “Transition Period”) there shall be: (i) any a. Any involuntary termination of the Executive's employment (other than for Cause or DisabilityCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute by automobile from Bethlehem, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank“Triggering Event”); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of any Triggering Event within the forgoing eventsTransition Period, the Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to 150% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment provided for in the preceding paragraph by seeking other employment or otherwise, nor shall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyemployment or otherwise, except as otherwise provided therein.

Resignation of Executive. If a Change in Control or Ownership shall occur and if thereafterwithin one hundred eighty (180) days after the effective date of a Change in Control (or thirty (30) days after the completion of the conversion of the computer systems if such conversion is later than one hundred eighty (180) days after the effective date of a Change in Control, at any timein either event, the “Transition Period”) there shall be: (i) any a. Any involuntary termination of the Executive's employment (other than for Cause or DisabilityCause); (ii) any b. Any reduction in the Executive's title, responsibilities, including reporting responsibilities, responsibilities or authority, including such title, responsibilities or authority as such may be increased from time to time; (iii) the assignment to the Executive of duties inconsistent with the c. Any reduction in Executive's office immediately prior to a Change in Control or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (iv) any reassignment of the Executive to a location farther than a thirty (30) minute commute by automobile from Boyertown, Pennsylvania; (v) any reduction in the Executive's annual base salary Base Salary in effect immediately prior to a Change in Control Control, or Ownership or as the same may be increased from time to time after a Change in Control or Ownership; (vi) any failure to continue the Executive's participation, on substantially similar terms, in any of the incentive compensation or bonus plans of NPB or an Affiliate in which the Executive participated at the time of the Change in Control or Ownership or any change or amendment to any of the substantive provisions of any of such plans which would materially decrease the potential benefits to the Executive under any of such plans; (vii) any failure to provide the Executive with benefits at least as favorable as those enjoyed by the Executive under any of the pension, life insurance, medical, health and accident, disability or other employee plans of NPB or an Affiliate in which the Executive participated immediately prior to a Change in Control or OwnershipControl, or the taking of any action that would materially reduce any of such compensation or benefits in effect at the time of the Change in Control or OwnershipControl, unless such reduction relates to a reduction in benefits applicable to all employees generally,; d. Any reassignment of Executive beyond a thirty (viii30) any mile commute by automobile from Boyertown, Pennsylvania; or e. Any requirement that the Executive travel in performance of his duties on behalf of NPB or an Affiliate for a greater period of time during any year than was required of the Executive during the year preceding the year in which the Change in Control or ownership occurred; occurred (ix) any failure each of the Board of Directors of NPB or the Bankforegoing, respectively, to nominate the Executive for election as a member of the Board of Directors of NPB or the Bank, as the case may be, at the expiration of the Executive's then existing term; (x) any sustained pattern of interruption or disruption of the Executive for matters substantially unrelated to the Executive's discharge of the Executive's duties on behalf of NPB or an Affiliate; or (xi) any breach of this Agreement of any nature whatsoever on the part of NPB or the Bank“Triggering Event”); then, at the option of the Executive, exercisable by the Executive within one hundred eighty (180) days of the occurrence of each and every of any Triggering Event within the forgoing eventsTransition Period, the Executive may resign from employment Employment (or, if involuntarily terminated, give notice of intention to collect benefits hereunder) by delivering a notice in writing to NPB, in which case Executive shall be entitled to a lump sum cash severance payment equal to 200% of Executive's Base Salary in effect immediately prior to a Change in Control, which Employer shall pay to Executive within fifteen (15) days of Executive's termination of employment. Executive shall not be required to mitigate the "Notice amount of Termination) any payment provided for in the preceding paragraph by seeking other employment or otherwise, nor shall the amount of any payment or benefit provided for in the preceding paragraph be reduced by any compensation earned by Executive as the result of employment by another employer or by reason of Executive's receipt of or right to NPB and receive any retirement or other benefits after the Bank and the provisions date of Section 4 termination of this Agreement shall applyemployment or otherwise, except as otherwise provided therein.