Common use of Notice; Effective Date of Termination Clause in Contracts

Notice; Effective Date of Termination. Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon the Executive’s death; (iii) thirty (30) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, that Executive has not returned to the full time performance of Executive’s duties prior to such date; or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. In the event notice of a termination under subsections (i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Board deems such underlying facts and circumstances curable in its reasonable discretion pursuant to Section 6.3(b)(iii) or Section 6.3(b)(iv) in which case thirty (30) days after notice if not cured or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty (30) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without not for Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(h). (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.8.1

Notice; Effective Date of Termination. Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon the Executive’s death; (iii) thirty (30) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, that Executive has not returned to the full time performance of Executive’s duties prior to such date; or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. In the event notice of a termination under subsections (i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, pursuant to Section 6.3(b)(vi) in which case, termination shall be effective as of such later date; case ten (ii) immediately upon the Executive’s death; (iii) thirty (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disabilityif not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon Executive’s death; (iii) immediately after the Company gives written notice to Executive of Executive’s termination on account of Executive’s Disability, providedunless the Company specifies a later Separation Date, in which case, termination shall be effective as of such later Separation Date, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.7(a)(v), forty-five (3045) days (or such shorter period agreed to by the President and Chief Executive Officer and Executive in writing) after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause; (ii) immediately upon the Employee’s death; (iii) ten (10) days after the Company gives notice to Employee of Employee’s termination on account of Employee’s Disability, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later date; (ii) immediately upon the Executive’s death; (iii) thirty (30) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s DisabilitySeparation Date, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) immediately upon written notice by the Employee of his resignation for Good Reason within thirty (30) days after the Executive Cure Period has ended and the Company has failed to remedy any of the reasons for Good Reason resignation pursuant to Section 6.3(a); or (v) ten (10) days after the Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. . (b) In the event notice of a termination under subsections (i), (iiia)(iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 6.2(b)(v) in which case ten (10) days after notice if not cured or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) thirty ten (3010) days after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Employee’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, case termination shall be effective as of such later date, provided, date provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without immediately after the cure period set forth in Section 2.4(a) expires in the case of a resignation for Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation Base Salary through any required notice period. . (b) In the event that notice of a termination under subsections (ia)(i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 4.1 below. In the event of a termination for Cause or Good Reason Cause, written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanationterminate.

Notice; Effective Date of Termination. Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): (i) of: immediately after the Company gives notice to Executive of Executive’s termination, with Termination for Cause or without Termination Without Cause, unless pursuant to Section 6(c) in which case 15 days after notice if not cured or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon the Executive’s death; (iii) thirty (30) days immediately after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reason, Resignation; provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period; or the date set forth in Section 8.2 above for a Termination for Good Reason. In the event notice of a termination under subsections (ia)(i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) 5 business days of the request in compliance with the requirement of Section 11.3 10.1 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iiii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, case termination shall be effective as of such later date, provided, date provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or or (ivii) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without immediately after the cure period set forth in Section 2.4(a) expires in the case of a resignation for Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation Base Salary through any required notice period. . (b) In the event that notice of a termination under subsections (ia)(i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.4.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, pursuant to Section 6.3(b)(vi) in which case, termination shall be effective as of such later date; case ten (ii) immediately upon the Executive’s death; (iii) thirty (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disabilityif not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon Executive’s death; (iii) immediately after the Company gives written notice to Executive of Executive’s termination on account of Executive’ s Disability, providedunless the Company specifies a later Separation Date, in which case, termination shall be effective as of such later Separation Date, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.7(a)(v), forty-five (3045) days (or such shorter period agreed to by the President and Chief Executive Officer and Executive in writing) after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s Executive s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.l(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless pursuant to Section 6.3(b)(vi) in which case ten (10) days after notice if not cured or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or or (iv) thirty ten (3010) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. . (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, pursuant to Section 6.3(a)(vi) in which case, termination shall be effective as of such later date; case ten (ii) immediately upon the Executive’s death; (iii) thirty (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disabilityif not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon Executive’s death; (iii) immediately after the Company gives written notice to Executive of Executive’s termination on account of Executive’s Disability, providedunless the Company specifies a later Separation Date, in which case, termination shall be effective as of such later Separation Date, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.7(a)(v), forty-five (3045) days (or such shorter period agreed to by the CEO and Executive in writing) after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection Section 6.7 (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, case termination shall be effective as of such later date, provided, date provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without immediately after the cure period set forth in Section 2.4(a) expires in the case of a resignation for Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation Base Salary through any required notice period. . (b) In the event that notice of a termination under subsections (ia)(i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.4.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; Cause pursuant to Section 6.2(b)(i)-(vii); (ii) immediately upon the Executive’s death; (A) fifteen (15) days after the Company gives written notice to Executive of its intent to terminate Executive for Cause pursuant to Section 6.2(b)(viii) if the condition giving rise to Cause is not timely cured; (iiiB) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) thirty immediately upon Executive’s full satisfaction of the requirements of Section 6.1(i) for a resignation for Good Reason; or (30v) ten (10) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reason, provided that provided, however, the Company may may, in its sole discretion, set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. . (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.8.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, pursuant to Section 6.3(b)(vi) in which case, termination shall be effective as of such later date; case ten (ii) immediately upon the Executive’s death; (iii) thirty (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disabilityif not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon Executive’s death; (iii) immediately after the Company gives written notice to Executive of Executive’s termination on account of Executive’s Disability, providedunless the Company specifies a later Separation Date, in which case, termination shall be effective as of such later Separation Date, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.7(a)(v), forty-five (3045) days (or such shorter period agreed to by the Board and Executive in writing) after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, case termination shall be effective as of such later date, provided, date provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or or (iv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without immediately after the cure period set forth in Section 4.4(a) expires in the case of a resignation for Good Reason, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation Base Salary through any required notice period. . (b) In the event that notice of a termination under subsections (ia)(i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.6.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, pursuant to Section 6.3(b)(vi) in which case, termination shall be effective as of such later date; case ten (ii) immediately upon the Executive’s death; (iii) thirty (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disabilityif not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; (ii) immediately upon Executive’s death; (iii) immediately after the Company gives written notice to Executive of Executive’s termination on account of Executive’s Disability, providedunless the Company specifies a later Separation Date, in which case, termination shall be effective as of such later Separation Date, provided that Executive has not returned to the full full-time performance of Executive’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.7(a)(v), forty-five (3045) days (or such shorter period agreed to by the Chief Executive Officer and Executive in writing) after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, Cause unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) thirty ten (3010) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; Cause pursuant to Section 3.2(b)(i)-(vii); (ii) immediately upon the Executive’s death; (A) fifteen (15) days after the Company gives written notice to Executive of its intent to terminate Executive for Cause pursuant to Section 3.2(b)(viii) if the condition giving rise to Cause is not timely cured; (iiiB) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) thirty immediately upon Executive’s full satisfaction of the requirements of Section 3.1(h) for a resignation for Good Reason; or (30v) ten (10) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reason, provided that provided, however, the Company may may, in its sole discretion, set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. . (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.4.1

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 6.2(b)(vi) in which case ten (10) days after notice if not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty (30) days immediately after the Company gives written notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later dateSeparation Date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) thirty forty-five (3045) days (or such shorter period agreed to by the President and Chief Executive Officer and the Employee in writing) after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonfor any reason, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Employee’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 4.2(c)(vi) in which case ten (10) days after notice if not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty (30) days immediately after the Company gives written notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later dateSeparation Date, provided, provided that Executive Employee has not returned to the full full-time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) thirty twenty (3020) days after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonfor any reason, provided that provided, however, the Company may may, in its sole discretion, set a termination date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. . (b) In the event notice of a termination under subsections (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 5.1 below. In the event of a termination for Cause or Good Reason Cause, written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanationterminate.

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 6.2(b)(vi) in which case ten (10) days after notice if not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty (30) days immediately after the Company gives written notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later dateSeparation Date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) thirty except as addressed by Section 6.6(a)(v), forty-five (3045) days after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Employee’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): follows: (i) immediately ten (10) days after the Company gives has provided Executive with written notice of Executive’s termination without Cause under Section 6.1; (ii) for a termination for Cause: (1) under Section 6.2(a)(i) or (ii), immediately upon provision by the Company of written notice of the reasons to Executive; (2) under Section 6.2(a)(iii) or (iv), following the required written notice to Executive and expiration of Executive’s termination, with or without Cause, unless the Company specifies a later date, in period during which case, termination shall be effective as of such later dateExecutive may explain; (ii3) under Section 6.2(a)(v) or (vi), following the required written notice to Executive and expiration of the 15-day cure period, if Executive has not cured; (iii) immediately upon the Executive’s death; ; (iiiiv) thirty (30) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s DisabilityDisability under Section 6.4, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later dateSeparation Date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (ivv) thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. In the event notice of a termination under subsections Separation Date. (i), (iiib) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason Cause, written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanationterminate.

Notice; Effective Date of Termination. Any Notice of Termination of employment under this Agreement must be communicated by or to the Executive or the Bank, as applicable, in accordance with Section 17. For purposes of this Agreement, the term “Date of Termination” means the Executive’s termination of employment pursuant to this Agreement shall Agreement, which will be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company Bank gives notice to the Executive of the Executive’s termination, with or termination without Cause, unless the Company specifies parties agree to a later date, in which case, termination shall will be effective as of such later date; (ii) immediately upon approval by the Board of Directors of termination of the Executive’s deathemployment for Cause; (iii) thirty (30) days after immediately upon the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, that Executive has not returned to the full time performance of Executive’s duties prior to such datedeath or disability; or (iv) thirty (30) days after the Executive gives written notice to the Company Bank of the Executive’s resignation from employment (including with or without Good Reason), provided that the Company Bank may set a an earlier termination date at any time between prior to the date of notice and the date termination of resignationemployment, in which case the Executive’s resignation shall be effective as of such other that date. If, within thirty (30) days after any Notice of Termination of employment by the Bank, the Executive will receive notifies the Bank that a dispute exists concerning the termination, the parties shall promptly proceed to arbitration, as provided in Section 14. Notwithstanding the pendency of any such dispute, the Bank may discontinue paying the Executive’s compensation through any required notice perioduntil the dispute is finally resolved in accordance with this Agreement. In If it is determined that the event notice Executive is entitled to compensation and benefits under this Agreement, the payment of a termination under subsections such compensation and benefits by the Bank shall commence immediately following the date of resolution by arbitration, with interest due the Executive on the cash amount that would have been paid pending arbitration (i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (prime rate as published in The Wall Street Journal from time to time). 5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment (the “Separation Date”) pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 6.2(b)(vi) in which case ten (10) days after notice if not cured, or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty (30) days immediately after the Company gives written notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later dateSeparation Date, in which case, termination shall be effective as of such later dateSeparation Date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) except as addressed by Section 6.6(a)(v), thirty (30) days after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date Separation Date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Employee’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections (i), (iii) and (ivsubsection 6.6(a)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of ExecutiveEmployee’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination, with or without Cause, unless pursuant to Section 6.2(b)(i), (iv), or (v) in which case ten (10) days after notice if not cured (if deemed curable by the Board in its reasonable discretion) or unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the ExecutiveEmployee’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive Employee of ExecutiveEmployee’s termination on account of ExecutiveEmployee’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive Employee has not returned to the full time performance of ExecutiveEmployee’s duties prior to such date; or ; (iv) thirty ten (3010) days after the Executive Employee gives written notice to the Company of ExecutiveEmployee’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the ExecutiveEmployee’s resignation shall be effective as of such other date. Executive Employee will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Employee’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections (i), (iiia)(i) and (iviii) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.7.1

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause (except for a termination for “Cause” under Section 6.3(b)(vi) in which case thirty (30) days after notice if not cured), unless the Company specifies a later date, in which case, termination shall be effective as of such later date; ; (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, provided that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) except as addressed by Section 6.6(a)(v), thirty (30) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any required notice period. ; or (v) for a termination for Good Reason, immediately upon Executive’s full satisfaction of the requirements of Section 6.1(g). (b) In the event notice of a termination under subsections subsection (i), (iii) and (iva)(i) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 7.1 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanation.

Notice; Effective Date of Termination. Any Notice of Termination of employment under this Agreement must be communicated by or to the Executive or the Bank, as applicable, in accordance with Section 17. For purposes of this Agreement, the term “Date of Termination” means the Executive’s termination of employment pursuant to this Agreement shall Agreement, which will be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company Bank gives notice to the Executive of the Executive’s termination, with or termination without Cause, unless the Company specifies parties agree to a later date, in which case, termination shall will be effective as of such later date; (ii) immediately upon approval by the Board of Directors of termination of the Executive’s deathemployment for Cause; (iii) thirty (30) days after immediately upon the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, that Executive has not returned to the full time performance of Executive’s duties prior to such datedeath or disability; or (iv) thirty (30) days after the Executive gives written notice to the Company Bank of the Executive’s resignation from employment (including with Good Reason on or without Good Reasonafter a Change in Control), provided that the Company Bank may set a an earlier termination date at any time between prior to the date of notice and the date termination of resignationemployment, in which case the Executive’s resignation shall be effective as of such other that date. If, within 30 days after any Notice of Termination of employment by the Bank, the Executive will receive notifies the Bank that a dispute exists concerning the termination, the parties shall promptly proceed to arbitration, as provided in Section 14. Notwithstanding the pendency of any such dispute, the Bank may discontinue paying the Executive’s compensation through any required notice perioduntil the dispute is finally resolved in accordance with this Agreement. In If it is determined that the event notice Executive is entitled to compensation and benefits under this Agreement, the payment of a termination under subsections such compensation and benefits by the Bank shall commence immediately following the date of resolution by arbitration, with interest due the Executive on the cash amount that would have been paid pending arbitration (i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request prime rate as published in compliance with the requirement of Section 11.3 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on The Wall Street Journal from time to support the decision to terminate but shall not include further explanationtime).

Notice; Effective Date of Termination. (a) Termination of Executive’s employment pursuant to this Agreement shall be effective on the earliest of (each of the following shall be referred to as a “Termination Date”): of: (i) immediately after the Company gives notice to Executive of Executive’s termination, with or without Cause, unless the Company specifies a later date, in which case, termination shall be effective as of such later date; date not to exceed 30 days unless agreed to by Company and Executive. (ii) immediately upon the Executive’s death; ; (iii) thirty ten (3010) days after the Company gives notice to Executive of Executive’s termination on account of Executive’s Disability, unless the Company specifies a later date, in which case, termination shall be effective as of such later date, provided, that Executive has not returned to the full time performance of Executive’s duties prior to such date; or ; (iv) thirty sixty (3060) days after the Executive gives written notice to the Company of Executive’s resignation with or without Good Reasonresignation, provided that the Company may set a termination date at any time between the date of notice and the date of resignation, in which case the Executive’s resignation shall be effective as of such other date. Executive will receive compensation through any the required 60 day notice period. In ; or (v) in the event notice of a termination under subsections (i), (iii) and (iv) is given orally, at the other party’s request, the party giving notice must provide written confirmation of such notice within five (5) business days of the request in compliance with the requirement of Section 11.3 7.1 below. In the event of a termination for Cause or Good Reason written confirmation shall specify the subsection(s) of the definition of Cause or Good Reason relied on to support the decision to terminate but shall not include further explanationterminate.