Common use of Termination by Bank Clause in Contracts

Termination by Bank. Notwithstanding the provisions of Section 2 of this Agreement, the Board of Directors of the Bank may, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at any time in any lawful manner by not less than thirty (30) days written notice to the Executive (or, at the Bank's option, pay for such thirty days in lieu of notice) and in such event, unless the Bank terminates the Executive's employment with the Bank for Cause as defined in with Section 10 of this Agreement or, unless the Executive's employment is terminated in Contemplation of a Change of Control or within twelve (12) months after a Change of Control, the Executive shall be paid, during the twelve (12) months following such termination at such times as payment was theretofore made, the base compensation that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans of the Bank, with respect to the Executive, commencing at the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve (12) months after such termination. In the event that a payment made with respect to any benefit plan or program would otherwise violate the terms of the plan or program, an equivalent amount shall be paid directly to Executive. Executive shall owe no duty to mitigate these payments, and shall not be required to obtain or attempt to obtain alternate employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month period, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive pursuant to this section.

Termination by Bank. Notwithstanding the provisions of Section 2 of this Agreement, the Board of Directors of the Bank may, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at any time in any lawful manner after one hundred eighty (180) days from the date of initial employment as determined in accordance with Section 2, and the anniversary date for each year thereafter, in the event this Agreement is automatically renewed, by not less than thirty (30) days written notice to the Executive (or, at the Bank's option, pay for such thirty days in lieu of notice) and in such event, unless the Bank terminates the Executive's employment with the Bank for Cause as defined in with Section 10 of this Agreement or, unless the Executive's employment is terminated in Contemplation of a Change of Control or within twelve (12) months after a Change of Control, the Executive shall be paid, during the twelve (12) months following such termination at such times as payment was theretofore made, the base compensation that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans of the Bank, with respect to the Executive, commencing at the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve (12) months after such termination. In the event that a payment made with respect to any benefit plan or program would otherwise violate the terms of the plan or program, an equivalent amount shall be paid directly to Executive. Executive shall owe no duty to mitigate these payments, and shall not be required to obtain or attempt to obtain alternate employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month period, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive pursuant to this section.

Termination by Bank. Notwithstanding During the provisions of Section 2 of Term, the Employee’s employment, and this Agreement, may be terminated by the Board of Directors of the Bank mayBank: (i) for Cause, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at any time in any lawful manner by not less than thirty (30) days upon written notice to the Executive Employee approved by two-thirds of the members of the Board of Directors, in which event the Employee shall not be entitled to any post-termination compensation or benefits; (or, ii) at any time without Cause (provided that the Bank shall give the Employee at least 30 days prior written notice of the Bank's option’s intent to terminate), pay for such thirty days in lieu of notice) and in such event, unless which event the Bank terminates shall (1) be required to pay to the Executive's employment Employee a severance benefit equal to one times the Employee’s Annual Base Salary as of the date of termination, said benefit to be payable over the course of the 12-month period following termination in accordance with the Bank’s normal payroll practices, and (2) reimburse the Employee for the reasonable cost of premium payments paid by the Employee to continue the Employee’s then-existing health insurance for himself as provided by the Bank for Cause the lesser of (A) 12 months following termination and (B) until such time as defined the Employee obtains other employment providing health insurance coverage, provided that the Bank may discontinue reimbursing the Employee for such premium payments for the applicable time period and instead provide a cash payment to the Employee (for the Employee to use as the Employee deems appropriate) equal to the amount of the remainder of such reimbursable premium payments in with Section 10 the event that the Bank determines that continued reimbursement of this Agreement or, unless premium payments would cause a violation of applicable nondiscrimination rules (for the Executive's employment is terminated in Contemplation avoidance of a Change of Control or within twelve (12) months after a Change of Controldoubt, the Executive termination of the Employee’s employment by the Bank upon the disability of the Employee under Section 5(a)(iii) below shall not be paid, during considered or deemed termination of the twelve Employee’s employment without Cause under this Section 5(a)(ii)); or (12iii) months following such termination at such times as payment was theretofore made, any time upon the base compensation Disability of the Employee (provided that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to give the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans Employee at least 30 days prior written notice of the Bank’s intent to terminate), with respect in which event the Employee will be entitled to such benefits (if any) as may be available to the Executive, commencing at Employee under the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve Bank’s disability insurance policy or policies (12if any) months after such termination. In the event that a payment made with respect to any benefit plan or program would otherwise violate the terms of the plan or program, an equivalent amount shall be paid directly to Executive. Executive shall owe no duty to mitigate these payments, and shall not be required to obtain or attempt to obtain alternate employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month period, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive pursuant to this sectionthen in effect.

Termination by Bank. Notwithstanding the provisions of Section 2 of this Agreement, the Board of Directors of the Employee’s employment is at will and Bank may, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at for any time in any lawful manner reason, or for no reason, by giving not less than thirty (30) days days’ prior written notice of termination to Employee provided there is compliance with all of the Executive (orterms below. The employment shall terminate as of the last day of the notice period, at the Bank's option, pay for such thirty days in lieu of notice) and in such event, unless but the Bank terminates may require Employee to cease performing services at any time after such notice is given. As of the Executive's employment with the Bank for Cause date of termination, Employee’s right to salary and other benefits shall terminate except as defined in with Section 10 of this Agreement orexpressly set forth herein. Upon such termination, unless the Executive's employment is terminated in Contemplation of a Change of Control or within twelve (12) months after a Change of Control, the Executive Employee shall be paid, during the twelve (12) months following such termination at such times as payment was theretofore made, the base compensation that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments all salary and employment benefits which shall have accrued prior to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans of the Bank, with respect to the Executive, commencing at the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve (12) months after such termination. In addition, if: (1) the event Bank terminates Employee’s employment other than for Cause (as defined below); and (2) subject to the remaining provisions of this Agreement; and (3) provided that Employee signs and does not revoke a payment made with respect to any benefit plan or program would otherwise violate full and complete release of all known and unknown claims against the terms Bank and the Bank’s affiliated and/or successor entities, as well as all of the plan Bank’s and any affiliated and/or successor entities’ current and former directors, officers, employees and representatives in a form satisfactory to the Bank (the “Release”), delivers it to the Bank no later than the 25th day following the date of termination, and does not revoke the Release within the required revocation period, if any, then Employee shall be entitled to be paid cash in an amount equal to (a) six times Employee’s Base Monthly Salary (as defined below), plus (b) an amount equal to six times the monthly cost that will be incurred by Employee as of the date of termination if Employee elects to continue Employee’s and his dependents’ health insurance under COBRA. The term “Base Monthly Salary” means the Employee’s monthly base salary, before bonus or programother sums, an equivalent amount that is paid to Employee for the most recent month ending before the termination. All such sums due shall be paid directly to Executive. Executive shall owe no duty to mitigate these paymentsin lump sum on the 35th day following the date of termination, and in no event shall such lump sum amount be paid later than 60 days after the date of termination. Employee shall not be required entitled to obtain or attempt to obtain alternate the benefits of this Section 9(b) if Employee’s employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month periodterminates for Cause, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive Employee for any reason, pursuant to this sectionnormal retirement, or by reason of Employee’s death or total and permanent disability.

Termination by Bank. Notwithstanding During the provisions of Section 2 of Term, the Employee’s employment, and this Agreement, may be terminated by the Board of Directors of the Bank mayBank: (i) for Cause, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at any time in any lawful manner by not less than thirty (30) days upon written notice to the Executive Employee approved by two-thirds of the members of the Board of Directors, in which event the Employee shall not be entitled to any post-termination compensation or benefits; (or, ii) at any time without Cause (provided that the Bank shall give the Employee at least 30 days prior written notice of the Bank's option’s intent to terminate), pay for such thirty days in lieu of notice) and in such event, unless which event the Bank terminates shall (1) be required to pay to the Executive's employment Employee a severance benefit equal to one times the Employee’s Annual Base Salary as of the date of termination, said benefit to be payable over the course of the 12-month period following termination in accordance with the Bank’s normal payroll practices, and (2) reimburse the Employee for the reasonable cost of premium payments paid by the Employee to continue the Employee’s then-existing health insurance for herself as provided by the Bank for Cause the lesser of (A) 12 months following termination and (B) until such time as defined the Employee obtains other employment providing health insurance coverage, provided that the Bank may discontinue reimbursing the Employee for such premium payments for the applicable time period and instead provide a cash payment to the Employee (for the Employee to use as the Employee deems appropriate) equal to the amount of the remainder of such reimbursable premium payments in with Section 10 the event that the Bank determines that continued reimbursement of this Agreement or, unless premium payments would cause a violation of applicable nondiscrimination rules (for the Executive's employment is terminated in Contemplation avoidance of a Change of Control or within twelve (12) months after a Change of Controldoubt, the Executive termination of the Employee’s employment by the Bank upon the disability of the Employee under Section 5(a)(iii) below shall not be paid, during considered or deemed termination of the twelve Employee’s employment without Cause under this Section 5(a)(ii)); or (12iii) months following such termination at such times as payment was theretofore made, any time upon the base compensation Disability of the Employee (provided that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to give the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans Employee at least 30 days prior written notice of the Bank’s intent to terminate), with respect in which event the Employee will be entitled to such benefits (if any) as may be available to the Executive, commencing at Employee under the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve Bank’s disability insurance policy or policies (12if any) months after such termination. In the event that a payment made with respect to any benefit plan or program would otherwise violate the terms of the plan or program, an equivalent amount shall be paid directly to Executive. Executive shall owe no duty to mitigate these payments, and shall not be required to obtain or attempt to obtain alternate employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month period, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive pursuant to this sectionthen in effect.

Termination by Bank. Notwithstanding the provisions of Section 2 of this Agreement, the Board of Directors of the Bank may, in its sole discretion, terminate the Executive's employment with the Bank under this Agreement at any time in any lawful manner by not less than thirty (30) days written notice to the Executive (or, at the Bank's option, pay for such thirty days in lieu of notice) and in such event, unless the Bank terminates the Executive's employment with the Bank for Cause as defined in with Section 10 of this Agreement or, unless the Executive's employment is terminated in Contemplation of a Change of Control or within twelve (12) months after a Change of Control, the Executive shall be paid, during the twelve (12) months following such termination at such times as payment was theretofore made, the base compensation that the Executive would have been entitled to receive during such period of time had such termination not occurred, such payments to be in addition to any payment in lieu of notice. Furthermore, the Bank shall pay to the Executive in equal monthly payments an amount sufficient to fully fund any Benefit Plans of the Bank, with respect to the Executive, commencing at the beginning of the first month following termination of Executive's employment with the Bank pursuant to this paragraph, and ending twelve (12) months after such termination. In the event that a payment made with respect to any benefit plan or program would otherwise violate the terms of the plan or program, an equivalent amount shall be paid directly to Executive. Executive shall owe no duty to mitigate these payments, and shall not be required to obtain or attempt to obtain alternate employment during such twelve (12) month period. If Executive obtains other gainful employment during such twelve (12) month period, the compensation and benefits received by Executive during said period from such other employment shall not reduce the payments otherwise due to Executive pursuant to this section.