Common use of Limitations on Payments Related to Change in Control Clause in Contracts

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreement: (1) The payment described in Section 5(f)(ii) shall be less than the amount that would cause it to be a “parachute payment” within the meaning of Section 280G (b)(2)(A) of the Internal Revenue Code; and (2) The executive’s right to receive the payment described in Section 5(f)(ii) terminates (a) immediately if before the Change in Control transaction closes, the Executive terminates his employment without good reason or the Company terminates the Executive’s employment for cause, or (b) two years after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The the payment described in Section 5(f)(ii8(e)(3) shall will be less than the amount that would cause it to be a “"parachute payment” " within the meaning of Section 280G (b)(2)(A280G(b)(2)(A) of the Internal Revenue Code; and (2) The executive’s Employee's right to receive the payment described in Section 5(f)(ii8(e)(3) terminates (ai) immediately immediately, if before the Change in Control transaction closes, the Executive Employee terminates his her employment without good reason Good Reason or the Company Bank terminates the Executive’s Employee's employment for causeCause, or (bii) two years one year after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The payment described in Section 5(f)(ii4(e) shall will be less than the amount that would cause it to be a “"parachute payment” " within the meaning of Section 280G (b)(2)(A280G(b)(2)(A) of the Internal Revenue Code; and (2) The executive’s Executive's right to receive the payment described in Section 5(f)(ii4(e) terminates (ai) immediately if if, before the Change in Control transaction closes, the Executive terminates his employment without good reason Good Reason or the Company Bank terminates the Executive’s 's employment for causeCause, or (bii) two years nine months after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The payment described in Section 5(f)(ii) shall be less than the amount that would cause it to be a “parachute payment” within the meaning of Section 280G (b)(2)(A) of the Internal Revenue Code; and (2) The executiveOfficer’s right to receive the payment described in Section 5(f)(ii) terminates (a) immediately if before the Change in Control transaction closes, the Executive Officer terminates his her employment without good reason or the Company terminates the ExecutiveOfficer’s employment for cause, or (b) two years after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1a) The payment the Total Annual Compensation described in Section 5(f)(ii) shall 00 will be less than the amount that would cause it to be a “"parachute payment” " within the meaning of Section 280G (b)(2)(A280G(b)(2)(A) of the Internal Revenue Code; and (2b) The executive’s Executive's right to receive the his Total Annual Compensation payment described in Section 5(f)(ii00 terminates: (i) terminates (a) immediately immediately, if before the Change in Control transaction closes, the Executive terminates his employment without good reason Good Reason or the Company Bank terminates the Executive’s 's employment for cause, Cause; or (bii) two years one year after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The payment described in Section 5(f)(ii) shall be less than the amount that would cause it to be a “parachute payment” within the meaning of Section 280G (b)(2)(A) of the Internal Revenue Code; and (2) The executiveExecutive’s right to receive the payment described in Section 5(f)(ii) terminates (a) immediately if before the Change in Control transaction closes, the Executive terminates his employment without good reason or the Company terminates the Executive’s employment for cause, or (b) two years after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The the payment described in Section 5(f)(ii8(e)(3) shall will be less than the amount that would cause it to be a “"parachute payment” " within the meaning of Section 280G (b)(2)(A280G(b)(2)(A) of the Internal Revenue Code; and (2) The executive’s Employee's right to receive the payment described in Section 5(f)(ii8(e)(3) terminates (ai) immediately immediately, if before the Change in Control transaction closes, the Executive Employee terminates his employment without good reason Good Reason or the Company Bank terminates the Executive’s Employee's employment for causeCause, or (bii) two years one year after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreement: Agreement: (1) The the payment described in Section 5(f)(ii8(e)(3) shall will be less than the amount that would cause it to be a “"parachute payment” " within the meaning of Section 280G (b)(2)(A280G(b)(2)(A) of the Internal Revenue Code; and and (2) The executive’s Executive's right to receive the payment described in Section 5(f)(ii8(e)(3) terminates (ai) immediately immediately, if before the Change in Control transaction closes, the Executive terminates his employment without good reason Good Reason or the Company Bank terminates the Executive’s 's employment for causeCause, or (bii) two years one year after a Change in Control occurs.

Limitations on Payments Related to Change in Control. The following apply notwithstanding any other provision of this agreementAgreement: (1) The payment described in Section 5(f)(ii) shall be less than the amount that would cause it to be a “parachute payment” within the meaning of Section 280G (b)(2)(A) of the Internal Revenue Code; and (2) The executiveExecutive’s right to receive the payment described in Section 5(f)(ii) terminates (a) immediately if before the Change in Control transaction closes, the Executive terminates his employment without good reason or the Company terminates the Executive’s employment for cause, or (b) two years after a Change in Control occurs.