Complete Satisfaction. In consideration of the payment of the Change of Control Agreement Amount, the employment by Buyer and/or Buyer Bank following the Closing Date and the other provisions of this Agreement, the Officer, Buyer, Buyer Bank, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Officer agrees that the full payment of the Change of Control Agreement Amount, as determined in accordance Section 1.1 and Section 1.2, shall be in complete satisfaction of all rights to payments due to Officer under the Change of Control Agreement.
Complete Satisfaction. In consideration of the payment of the Employment Agreements Amount and the other provisions of this Agreement, the Executive, Buyer, Buyer Bank, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Executive agrees that the full payment of the Employment Agreements Amount, as determined in accordance Section 1.1 and Section 1.2, shall be in complete satisfaction of all rights to payments due to Executive under the Employment Agreements.
Complete Satisfaction. In consideration of the payment of the CIC Agreement Amount and the other provisions of this Agreement, the Executive, Parent, Parent Bank, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Executive agrees that the full payment of the CIC Agreement Amount, as determined in accordance Section 1.1 and Section 1.2, shall be in complete satisfaction of all rights to payments due to Executive under the CIC Agreement.
Complete Satisfaction. In consideration of the payment of the Settlement Award and Executive’s execution of the Release attached hereto as Exhibit A, the Executive and the Company hereby agree that the full payment of the Settlement Award, in accordance with Section 2, shall be in complete satisfaction of all rights to payments due to Executive under the Prior Agreement and any other agreement or broad based program available to employees of the Company, except as set forth in the following paragraph. For the avoidance of doubt, the payment of the Settlement Award under this Agreement shall not release the Company, as applicable, from any of the following obligations: (a) obligations to pay to the Executive accrued but unpaid wages and accrued but unpaid time off earned up to the Effective Time of the Merger to the extent required by applicable law; (b) payment under any Company annual incentive plan with respect to calendar year 2022 under applicable performance metrics per the plan; (c) the payment of any of the Executive’s vested benefits under the tax-qualified plans of Company, including any benefits that become vested as a result of the Merger or the termination of such plans; (d) the acceleration and vesting of any Company Restricted Stock awards; (e) future payments as vested under the Company’s Supplemental Executive Retirement Plan Agreement dated November 18, 2015, as amended and restated on February 8, 2019 (the “SERP”); (f) any vested rights the Executive has under any of the Company’s welfare benefit plans with respect to claims incurred or benefits accrued prior to the Effective Time of the Merger; (g) the payment of the Merger Consideration with respect to the Company Common Shares held by the Executive as contemplated by the Merger Agreement; or (h) rights to indemnification and advancement of expenses under applicable corporate law, the organizational documents of the Company, as an insured under any director’s and officer’s liability insurance policy or pursuant to the Merger Agreement.
Complete Satisfaction. In consideration of the payment of the Change of Control Agreement Amount and the other provisions of this Agreement, the Executive, Buyer, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Executive agrees that the full payment of the Change of Control Agreement Amount, as determined in accordance Section 1.1 and Section 1.2 shall be in complete satisfaction of all rights to payments due to Executive under the Change of Control Agreement.
Complete Satisfaction. Compliance by the Company with its obligations pursuant to this section 7 hereof shall constitute full and final satisfaction of any entitlement which the Executive may have with respect to the termination of his employment hereunder, including without limitation, any entitlement to notice, pay in lieu of notice or severance, whether arising under contract, statute or otherwise, and the Executive shall have no action, cause of action, claim or demand, either under statutory or common law, against the Company or any other Person as a consequence of such termination.
Complete Satisfaction. In consideration of the payment of the Employment Agreement Amount, the employment by Buyer and/or Buyer Bank following the Closing Date and the other provisions of this Agreement, the Executive, Buyer, Buyer Bank, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Executive agrees that the full payment of the Employment Agreement Amount, as determined in accordance Section 1.1 and Section 1.2, shall be in complete satisfaction of all rights to payments due to Executive under the Employment Agreement. Notwithstanding anything to the contrary contained herein, to the extent that the loyalty and confidentiality provisions in Section 10 of the Employment Agreement are not superseded by a separate written employment agreement by and between the Buyer, Buyer Bank and the Executive, these provisions shall survive termination of the Employment Agreement.
Complete Satisfaction. In consideration for the execution of this Agreement, and payment of the Success Bonus and the Performance Unit Cash Payment, Executive, CFC and Citizens First Bank hereby agree that the full payment of the Success Bonus and the Performance Unit Cash Payment, as determined in accordance with Section 2, shall be in complete satisfaction of all rights to payments due to Executive under the Prior Agreements.
Complete Satisfaction. In consideration of the payment of the Cash Settlement, the Executive, Pxxxx and Town Square Bank hereby agree that the full payment of the Cash Settlement, as determined in accordance Section 2.1 and the obligations of Section 2.2, shall be in complete satisfaction of all rights to payments due to Executive under the Prior Agreement.
Complete Satisfaction. In consideration of the payment of the Consulting Agreement Amount, the appointment to board positions described in Section 1.4 following the Closing Date and the other provisions of this Agreement, the Consultant, Buyer, Buyer Bank, Seller, and Seller Bank hereby agree that effective immediately following the Effective Time of the Merger, the Consultant agrees that the full payment of the Consulting Agreement Amount, as determined in accordance Section 1.1 and Section 1.2, shall be in complete satisfaction of all rights to payments due to Consultant under the Consulting Agreement.
