Common use of Capacity and Duties Clause in Contracts

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice President, and thereafter during the term of this Agreement in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquarters, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-year cycle, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as a Senior Executive Vice PresidentPresident of Xxxxxx, and thereafter during the term of this Agreement in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank Xxxxxx (collectively, the “Board”) ), or by the President and Chief Executive Officer or another senior executive officer of the Employer Xxxxxx acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board Board, or by the President and Chief Executive Officer or another senior executive officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer or another senior executive officer of the Employer Xxxxxx and shall perform Executive’s duties for the Employer Xxxxxx consistent with section 4.2(b)(iii) principally at the Employer’s then current headquartersXxxxxx’x headquarters in Lancaster, Pennsylvania, (or at such other locations as may be determined by the Board Board), or by the President and Chief Executive Officer or another senior executive officer of the Employer Xxxxxx acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the committee of the Board’s Executive Compensation , or its successor, responsible for executive compensation (the “Human Resources Committee”), and such the Human Resources Committee shall review the Agreement on a three-three year cycle, or more frequently, to assess the its continuing appropriateness of this Agreement in light of the Xxxxxx’x then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 hereinneeds.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice President, Chief Financial Officer, and thereafter during the term of this Agreement Employment Period (as defined in Section 2.1 below) in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquartersHarrisburg Regional Office, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-year cycleat least annually, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her Executive pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice President, Chief Financial Officer, and thereafter during the term of this Agreement Employment Period (as defined in Section 2.1 below) in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquartersHarrisburg, Pennsylvania office, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-year cycleat least annually, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her Executive pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice PresidentPresident and Senior Lender, and thereafter during the term of this Agreement Employment Period (as defined in Section 2.1 below) in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the BoardBoard and in accordance with a job description provided to Executive by the Employer. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquartersheadquarters of Xxxxxxxx Bancorp Inc. as of the Effective Date, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-year cycle, or more frequently, at least annually to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her Executive pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as Senior Executive Vice PresidentPresident of Xxxxxx, and thereafter during will become the Chief Financial Officer of Xxxxxx upon the retirement of the current Chief Financial Officer. The expected date of the current Chief Financial Officer’s retirement is December 31, 2013. During the term of this Agreement Agreement, the Executive may serve in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank Xxxxxx (collectively, the “Board”) ), or by the President and Chief Executive Officer of the Employer Xxxxxx acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board Board, or by the President and Chief Executive Officer acting on behalf of the Board, and shall at all times be in conformity with Xxxxxx’x Code of Conduct and Xxxxxx’x other policies, as the same may be amended or supplemented from time to time. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer Xxxxxx consistent with this Section 1.2(a) principally at the Employer’s then current headquartersXxxxxx’x headquarters in Lancaster, Pennsylvania, (or at such other locations as may be determined by the Board Board), or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the committee of the Board’s Executive Compensation , or its successor, responsible for executive compensation (the “Human Resources Committee”), and such the Human Resources Committee shall review the Agreement on a three-three year cycle, or more frequently, to assess the its continuing appropriateness of this Agreement in light of the Xxxxxx’x then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 hereinneeds.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice PresidentMarket President for the Southern Region, defined as Franklin and Perry Counties in Pennsylvania and Washington County, Maryland, and thereafter during the term of this Agreement Employment Period (as defined in Section 2.1 below) in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquarters, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-four- year cycle, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice PresidentChief Operating Officer of Orrstown and the Bank, and thereafter during the term of this Agreement in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf Employer. The parties acknowledge and agree that Executive shall serve as the President and Chief Executive Officer of the BoardEmployer upon the retirement of the individual serving as the Employer’s President and Chief Executive Officer as of the Effective Date, which shall occur no later than June 1, 2025 (the “Succession Date”). Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the BoardOfficer. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquarters, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the BoardOfficer, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee (the “Compensation Committee”), and such the Compensation Committee shall review the Agreement on a threefive-year cycle, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as Senior Executive Vice President/Community Banking of Fulton, and thereafter during the term of this Agreement in such other xxxxx or additional positions as may be assigned by the Board of Directors of Fulton (the Employer and/or the Bank (collectively, the “Board”"BOARD") or by the President and Chief Executive Officer of the Employer acting Fulton xxxxxg on behalf of the Board. Executive shall perform such duties suxx xxxies and shall have such authority consistent with Executive’s 's position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer of Fulton acting on behalf of the Board. Executive shall report directly dirxxxxx to the Chief Executive Officer of the Employer Fulton and shall perform Executive’s 's duties for the Employer principally at the Employer’s then current headquartersFulton principalxx xx Fulton's headquarters in Lancaster, Pennsyxxxxxx, or at such other locations as may be othxx xxxxxions determined by the Board or by the President and Chief Executive Officer of the Employer Fulton acting on behalf of the Board, except for periodic travel that xxxx may be necessary or appropriate in connection with the performance of Executive’s 's duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s 's Executive Compensation Committee, and such Committee shall review the Agreement on a three-three year cycle, or more frequently, to assess the its continuing appropriateness of this Agreement in light of the Fulton's then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 hereinneeds.

Capacity and Duties. (a) Executive shall serve hereunder initially as Senior Executive Vice President, President of Xxxxxx and thereafter during Chief Audit Executive. During the term of this Agreement Agreement, the Executive may serve in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank Xxxxxx (collectively, the “Board”), by the Audit Committee of the Board (the “Audit Committee”) or by the President and Chief Executive Officer of the Employer Xxxxxx acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board Board, the Audit Committee, or by the President and Chief Executive Officer acting on behalf of the Board, and shall at all times be in conformity with Xxxxxx’x Code of Conduct and Xxxxxx’x other policies, as the same may be amended or supplemented from time to time. Executive shall report directly to the Chief Executive Officer of the Employer Audit Committee and shall perform Executive’s duties for the Employer Xxxxxx consistent with this Section 1.2(a) principally at the Employer’s then current headquartersXxxxxx’x headquarters in Lancaster, Pennsylvania, or at such other locations as may be determined by the Board Board, the Audit Committee, or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the committee of the Board’s Executive Compensation , or its successor, responsible for executive compensation (the “Human Resources Committee”), and such the Human Resources Committee shall review the Agreement on a three-three year cycle, or more frequently, to assess the its continuing appropriateness of this Agreement in light of the Xxxxxx’x then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 hereinneeds.

Capacity and Duties. (a) Executive shall serve hereunder initially as Executive Vice President, and thereafter during the term of this Agreement in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank (collectively, the “Board”) or by the President and Chief Executive Officer of the Employer acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s position as may from time to time reasonably be specified by the Board or by the President and Chief Executive Officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer of the Employer and shall perform Executive’s duties for the Employer principally at the Employer’s then current headquartersHarrisburg Regional Offices, or at such other locations as may be determined by the Board or by the President and Chief Executive Officer of the Employer acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the Board’s Executive Compensation Committee, and such Committee shall review the Agreement on a three-year cycle, or more frequently, to assess the continuing appropriateness of this Agreement in light of the then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 herein.

Capacity and Duties. (a) Executive shall serve hereunder initially as a Senior Executive Vice PresidentPresident of Xxxxxx, and thereafter during the term of this Agreement in such other or additional positions as may be assigned by the Board of Directors of the Employer and/or the Bank Xxxxxx (collectively, the “Board”) ), or by the President and Chief Executive Officer or another senior executive officer of the Employer Xxxxxx acting on behalf of the Board. Executive shall perform such duties and shall have such authority consistent with Executive’s 's position as may from time to time reasonably be specified by the Board Board, or by the President and Chief Executive Officer or another senior executive officer acting on behalf of the Board. Executive shall report directly to the Chief Executive Officer or another senior executive officer of the Employer Xxxxxx and shall perform Executive’s 's duties for the Employer Xxxxxx principally at the Employer’s then current headquartersXxxxxx'x headquarters in Lancaster, Pennsylvania, or at such other locations as may be determined by the Board Board, or by the President and Chief Executive Officer or another senior executive officer of the Employer Xxxxxx acting on behalf of the Board, except for periodic travel that may be necessary or appropriate in connection with the performance of Executive’s 's duties hereunder. The terms and conditions of this Agreement have been reviewed and approved by the committee of the Board’s Executive Compensation , or its successor, responsible for executive compensation (the “Human Resources Committee”), and such Human Resources Committee shall review the Agreement on a three-three year cycle, or more frequently, to assess the its continuing appropriateness of this Agreement in light of the Xxxxxx'x then-current needs of the Employer. No change in duties of Executive shall in any way diminish the Base Salary payable to him or her pursuant to the provisions of Section 3 hereinneeds.