Common use of Non-Compete Fee Upon Involuntary Separation by the Bank without Cause Clause in Contracts

Non-Compete Fee Upon Involuntary Separation by the Bank without Cause. In the event of Termination of Executive’s employment by the Bank without Cause, including without limitation, in the event of a Change in Control (both as defined in the Employment Agreement), or a resignation as provided in Section 9.2(b) or 9.3 of the Employment Agreement (collectively, “Separation”), and provided that Executive (a) signs and delivers to the Bank no later than twenty-one (21) days after the Termination Date (the “Submission Period”), (a) a General Release and Waiver in the form attached to this Agreement as Exhibit A (the “Release”) and (b) the Certification required monthly in the form of Exhibit B pursuant to Section 3.4 of this Agreement, the Bank shall, with respect to a period of one (1) year following the date on which the Release is executed and delivered to the Bank, continue to pay Executive, monthly in arrears (on or before the last day of the month for the prior month), Executive’s Salary at the rate being paid as of the Termination Date, together with an additional amount equal to one-twelfth of the most recent annual cash bonus (incentive plan and discretionary), if any, for each month of the Restricted Period during which Executive remains in full compliance with the provisions of Articles 3 and 4 of this Agreement. No payment shall be made (a) in the event Executive delivers timely the Waiver in the form of Exhibit C pursuant to Section 4.2 (b), (b) in respect of any bonus or other compensation paid other than in cash or (c) in the event of Termination with Cause (as defined in the Employment Agreement). Nothing in this Agreement shall affect Executive’s eligibility for payments under Section 9.4 of the Employment Agreement in accordance with the terms and conditions set forth therein.

Non-Compete Fee Upon Involuntary Separation by the Bank without Cause. In the event of Termination the termination of Executive’s employment by the Bank without Cause, including without limitation, in the event of a Change in Control (both as defined in the Employment Agreement), or a resignation following a Change in Control as provided in Section 9.2(b) or 9.3 of the Employment Agreement (collectively, “Separation”), and provided that Executive (a) signs and delivers to the Bank no later than twenty-one (21) days after the Termination Date (the “Submission Period”), (a) a General Release and Waiver substantially in the form attached to this Agreement as Exhibit A to the Employment Agreement, and that such release becomes irrevocable in accordance with its terms (the “ReleaseRelease Requirement”) ), and (b) the Certification required monthly in the form of Exhibit B pursuant subject to Section 3.4 of this AgreementExecutive’s continued compliance with Articles 3 and 4 herein, the Bank shall, with respect to a period of one (1) year following the date on which the Release Requirement is executed and delivered to the Bankfulfilled, continue to pay Executive, monthly in arrears (on or before the last day of the month for the prior month), Executive’s Salary at the rate being paid as of the Termination Date, together with an additional amount equal to one-twelfth of the most recent annual cash bonus (incentive plan and discretionary)) that was paid to Executive, if any, in respect of the calendar year immediately preceding the year of termination, for each month of the Restricted Period during which Executive remains in full compliance with the provisions of Articles 3 and 4 of this Agreement. No payment shall be made (a) in the event Executive delivers timely the Waiver in the form of Exhibit C pursuant to Section 4.2 (b), (b) in respect of any bonus or other compensation paid other than in cash or (cb) in the event of Termination a termination with Cause (as defined in or a resignation other than pursuant to Section 9.2(b) of the Employment Agreement). Nothing in this Agreement shall affect Executive’s eligibility for payments under Section 9.4 9.3 of the Employment Agreement in accordance with the terms and conditions set forth therein.

Non-Compete Fee Upon Involuntary Separation by the Bank without Cause. In the event of Termination the termination of Executive’s employment by the Bank without Cause, including without limitation, in the event of a Change in Control (both as defined in the Employment Agreement), or a resignation following a Change in Control as provided in Section 9.2(b) or 9.3 of the Employment Agreement (collectively, “Separation”), and provided that Executive (a) signs and delivers to the Bank no later than twenty-one (21) days after the Termination Date (the “Submission Period”), (a) a General Release and Waiver substantially in the form attached to this Agreement as Exhibit A hereto, and that such release becomes irrevocable in accordance with its terms (the “ReleaseRelease Requirement”) ), and (b) the Certification required monthly in the form of Exhibit B pursuant subject to Section 3.4 of this AgreementExecutive’s continued compliance with Articles 3 and 4 herein, the Bank shall, with respect to a period of one (1) year following the date on which the Release Requirement is executed and delivered to the Bankfulfilled, continue to pay Executive, monthly in arrears (on or before the last day of the month for the prior month), Executive’s Salary at the rate being paid as of the Termination Date, together with an additional amount equal to one-twelfth of the most recent annual cash bonus (incentive plan and discretionary)) that was paid to Executive, if any, in respect of the calendar year immediately preceding the year of termination, for each month of the Restricted Period during which Executive remains in full compliance with the provisions of Articles 3 and 4 of this Agreement. No payment shall be made (a) in the event Executive delivers timely the Waiver in the form of Exhibit C pursuant to Section 4.2 (b), (b) in respect of any bonus or other compensation paid other than in cash or (cb) in the event of Termination a termination with Cause (as defined in Cause, a Retirement, or a resignation other than pursuant to Section 9.2(b) of the Employment Agreement). Nothing in this Agreement shall affect Executive’s eligibility for payments under Section 9.4 9.3 of the Employment Agreement in accordance with the terms and conditions set forth therein.

Non-Compete Fee Upon Involuntary Separation by the Bank without Cause. In the event of Termination of Executive’s employment by the Bank without Cause, including without limitation, in the event of a Change in Control (both as defined in the Employment Agreement), or a resignation as provided in Section 9.2(b6.2(b) or 9.3 6.2(c) of the Employment Agreement (collectively, “Separation”), and provided that Executive (a) signs and delivers to the Bank no later than twenty-one (21) days after the Termination Date (the “Submission Period”), (a) a General Release and Waiver in the form attached to this Agreement as Exhibit A (the “Release”) and (b) the Certification required monthly in the form of Exhibit B pursuant to Section 3.4 of this Agreement, the Bank shall, with respect to a period of one (1) year following the date on which the Release is executed and delivered to the Bank, continue to pay Executive, monthly in arrears (on or before the last day of the month for the prior month), Executive’s Salary at the rate being paid as of the Termination Date, together with an additional amount equal to one-twelfth of the sum of (i) the most recent annual cash bonus (incentive plan and discretionary), if any, and (ii) the value, as determined in accordance with the Employment Agreement, of all options to purchase Company common stock and awards of restricted stock or restricted stock units, or other equity based compensation awards, granted to Executive during the 12 months immediately preceding the Termination Date; for each month of the Restricted Period during which Executive remains in full compliance with the provisions of Articles 3 and 4 of this Agreement. No payment shall be made (a) in the event Executive delivers timely the Waiver in the form of Exhibit C pursuant to Section 4.2 (b), (b) in respect of any bonus or other compensation paid other than in cash or (c) in the event of Termination with Cause (as defined in the Employment Agreement). Nothing in this Agreement shall affect Executive’s eligibility for payments under Section 9.4 6(d) of the Employment Agreement in accordance with the terms and conditions set forth therein.

Non-Compete Fee Upon Involuntary Separation by the Bank without Cause. In the event of Termination of Executive’s employment Xxxxxx’x service by the Bank without Cause, including without limitation, in the event of a Change in Control (both as defined in the Employment Vice Chairman Agreement), or a resignation as provided in Section 9.2(b) or 9.3 of the Employment Vice Chairman Agreement (collectively, “Separation”), [and provided that Executive Xxxxxx (a) signs and delivers to the Bank no later than twenty-one (21) days after the Termination Date (the “Submission Period”), (a) a General Release and Waiver in the form attached to this Agreement as Exhibit A (the “Release”) and (b) the Certification required monthly in the form of Exhibit B pursuant to Section 3.4 of this Agreement, the Bank shall, with respect to a period of one (1) year following the date on which the Release is executed and delivered to the Bank, continue to pay ExecutiveXxxxxx, monthly in arrears (on or before the last day of the month for the prior month), Executive’s Salary Xxxxxx’x compensation at the rate being paid as of the Termination Date, together with an additional amount equal to one-twelfth of the most recent annual cash bonus (incentive plan and discretionary), if any, for each month of the Restricted Period during which Executive Xxxxxx remains in full compliance with the provisions of Articles 3 and 4 of this Agreement. No payment shall be made (a) in the event Executive delivers timely the Waiver in the form of Exhibit C pursuant to Section 4.2 (b), (b) in respect of any bonus or other compensation paid other than in cash or (c) in the event of Termination with Cause (as defined in the Employment Vice Chairman Agreement). Nothing in this Agreement shall affect Executive’s Xxxxxx’x eligibility for payments under Section 9.4 of the Employment Vice Chairman Agreement in accordance with the terms and conditions set forth therein.