Common use of Compensation During Employment Period Clause in Contracts

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and Affiliates. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive's Compensation for the period of the Executive's employment hereunder during that one year period prior to the Change of Control is less than a prorated portion of the Executive's Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years one year after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and Affiliates. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive's Compensation for the period of the Executive's employment hereunder during that one year period prior to the Change of Control is less than a prorated portion of the Executive's Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years one year after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and Affiliates. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the prior one (1) year period prior to the Change of Controlperiod, if the Executive's ’s Compensation for the period of the Executive's ’s employment hereunder during that prior one (1) year period prior to the Change of Control is less than a prorated portion of the Executive's ’s Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, Control the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and AffiliatesFidelity. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive's ’s Compensation for the period of the Executive's ’s employment hereunder during that one (1) year period prior to the Change of Control is less than a prorated portion of the Executive's ’s Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, Control the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and AffiliatesFidelity. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary Exhibit 10.6 will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive's ’s Compensation for the period of the Executive's ’s employment hereunder during that one (1) year period prior to the Change of Control is less than a prorated portion of the Executive's ’s Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, Control the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.

Compensation During Employment Period. (a) During the period commencing one year prior to a Change of Control (“Commencement Date”) and ending upon the earlier of (i) three years after a Change of Control or (ii) upon the Executive’s Termination of Employment for any reason by the Executive or by Fidelity Southern or the Bank or any Affiliate (“Employment Period”), the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity Southern, the Bank and/or Affiliates in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity Southern, the Bank and AffiliatesFidelity. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive's ’s Compensation for the period of the Executive's ’s employment hereunder during that one (1) year period prior to the Change of Control is less than a prorated portion of the Executive's ’s Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control, Control the difference Exhibit 10.5 between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.