Common use of Regulatory Prohibition Clause in Contracts

Regulatory Prohibition. Notwithstanding any other provision of this Agreement to the contrary, the following provisions shall be applicable only to the Bank and the Executive and only to the extent that they are required to be included in agreements relating to employment agreements between a savings association and its employees pursuant to applicable law or regulation, and shall be controlling in the event of a conflict with any other provision of this Agreement, including without limitation Section 6 hereof. In addition, in the event of the Executive’s termination of employment with the Bank for Cause, all employment relationships and managerial duties with the Bank shall immediately cease and the Executive shall not, directly or indirectly, influence or participate in the affairs or the operations of the Bank. (a) Any payments made by the Bank to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act (12 U.S.C. §1828(k)) and the regulations promulgated thereunder, including 12 C.F.R. Part 359; (b) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Bank’s affairs pursuant to notice served under Section 8(e)(3) or Section 8(g)(1) of the Federal Deposit Insurance Act (“FDIA”) (12 U.S.C. §§1818(e)(3) and 1818(g)(1)), the Bank’s obligations under this Agreement shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Bank may, in its discretion (i) pay the Executive all or part of the compensation withheld while its obligations under this Agreement were suspended, and (ii) reinstate (in whole or in part) any of its obligations which were suspended; (c) If the Executive is removed from office and/or permanently prohibited from participating in the conduct of the Bank’s affairs by an order issued under Section 8(e)(4) or Section 8(g)(1) of the FDIA (12 U.S.C. §§1818(e)(4) and (g)(1)), all obligations of the Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the Executive and the Bank as of the date of termination shall not be affected; (d) If the Bank is in default, as defined in Section 3(x)(1) of the FDIA (12 U.S.C. §1813(x)(1)), all obligations under this Agreement shall terminate as of the date of default, but vested rights of the Executive and the Bank as of the date of termination shall not be affected; and (e) All obligations under this Agreement shall be terminated pursuant to 12 C.F.R. §563.39(b)(5) (except to the extent that it is determined that continuation of the Agreement for the continued operation of the Bank is necessary) (i) by the Director of the Office of Thrift Supervision (“OTS”), or his/her designee, at the time the Federal Deposit Insurance Corporation enters into an agreement to provide assistance to or on behalf of the Bank under the authority contained in Section 13(c) of the FDIA (12 U.S.C. §1823(c)), or (ii) by the Director of the OTS, or his/her designee, at the time the Director, or his/her designee, approves a supervisory merger to resolve problems related to operation of the Bank or when the Bank is determined by the Director of the OTS to be in an unsafe or unsound condition. Notwithstanding the foregoing, vested rights of the Executive and the Bank as of the date of termination shall not be affected.

Regulatory Prohibition. Notwithstanding any other provision of this Agreement to the contrary, the following provisions shall be applicable only to the Bank and the Executive and only to the extent that they are required to be included in agreements relating to employment agreements between a savings association and its employees pursuant to applicable law or regulation, and shall be controlling in the event of a conflict with any other provision of this Agreement, including without limitation Section 6 hereof. In addition, in the event of the Executive’s termination of employment with the Bank for Cause, all employment relationships and managerial duties with the Bank shall immediately cease and the Executive shall not, directly or indirectly, influence or participate in the affairs or the operations of the Bank. (a) Any payments made by the Bank to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act FDIA (12 U.S.C. §Section 1828(k)) and the any regulations promulgated thereunder. The following provisions shall be applicable to the parties to the extent that they are required to be included in employment agreements between a savings association and its employees pursuant to Section 563.39(b) of the Regulations Applicable to all Savings Associations, 12 C.F.R. Section 563.39(b), or any successor thereto, and shall be controlling in the event of a conflict with any other provision of this Agreement, including 12 C.F.R. Part 359;without limitation Section 5 hereof. (ba) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Bank’s Employers' affairs pursuant to notice served under Section 8(e)(3) or Section 8(g)(1) of the Federal Deposit Insurance Act (“FDIA”) (12 "FDIA")(12 U.S.C. §§Sections 1818(e)(3) and 1818(g)(1)), the Bank’s Employers' obligations under this Agreement shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Bank Employers may, in its discretion their discretion: (i) pay the Executive all or part of the compensation withheld while its obligations under this Agreement were suspended, and (ii) reinstate (in whole or in part) any of its obligations which were suspended;. (cb) If the Executive is removed from office and/or permanently prohibited from participating in the conduct of the Bank’s Employers' affairs by an order issued under Section 8(e)(4) or Section 8(g)(1) of the FDIA (12 U.S.C. §§Sections 1818(e)(4) and (g)(1)), all obligations of the Bank Employers under this Agreement shall terminate as of the effective date of the order, but vested rights of the Executive and the Bank Employers as of the date of termination shall not be affected;. (dc) If the Savings Bank is in default, as defined in Section 3(x)(1) of the FDIA (12 U.S.C. §Section 1813(x)(1)), all obligations under this Agreement shall terminate as of the date of default, but vested rights of the Executive and the Bank Employers as of the date of termination shall not be affected; and. (ed) All obligations under this Agreement shall be terminated pursuant to 12 C.F.R. §Section 563.39(b)(5) (except to the extent that it is determined that continuation of the Agreement for the continued operation of the Bank Employers is necessary) ): (i) by the Director of the Office of Thrift Supervision (“"OTS”"), or his/her designee, at the time the Federal Deposit Insurance Corporation ("FDIC") or Resolution Trust Corporation enters into an agreement to provide assistance to or on behalf of the Savings Bank under the authority contained in Section 13(c) of the FDIA (12 U.S.C. §Section 1823(c)), ; or (ii) by the Director of the OTS, or his/her designee, at the time the Director, Director or his/her designee, designee approves a supervisory merger to resolve problems related to operation of the Savings Bank or when the Savings Bank is determined by the Director of the OTS to be in an unsafe or unsound condition. Notwithstanding the foregoing, but vested rights of the Executive and the Bank Employers as of the date of termination shall not be affected.

Regulatory Prohibition. Notwithstanding any other provision of this Agreement to the contrary, the following provisions shall be applicable only to the Bank and the Executive and only to the extent that they are required to be included in agreements relating to employment agreements between a savings association and its employees pursuant to applicable law or regulation, and shall be controlling in the event of a conflict with any other provision of this Agreement, including without limitation Section 6 hereof. In addition, in the event of the Executive’s termination of employment with the Bank Employer for Cause, all employment relationships and managerial duties with the Bank Employer shall immediately cease and regardless of whether the Executive shall remains in the employ of the Employer following such termination. Furthermore, following such termination for Cause, the Executive will not, directly or indirectly, influence or participate in the affairs or the operations of the Bank.Employer. Notwithstanding any other provision of this Agreement, the parties agree this Agreement shall be terminated or not observed, if and to the extent it violates bank regulatory rules involving the subject matter hereof, including but not limited to the following: (a) Any payments made by the Bank to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act (12 U.S.C. §1828(k)) and the regulations promulgated thereunder, including 12 C.F.R. Part 359; (b) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Bank’s affairs pursuant to notice served under Section 8(e)(3) or Section 8(g)(1) of the Federal Deposit Insurance Act (“FDIA”) (12 FDIA”)(12 U.S.C. §§1818(e)(3) and 1818(g)(1)), the Bank’s obligations under this Agreement shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Bank may, in its discretion discretion: (i) pay the Executive all or part of the compensation withheld while its obligations under this Agreement were suspended, and (ii) reinstate (in whole or in part) any of its obligations which were suspended;. (cb) If the Executive is removed from office and/or permanently prohibited from participating in the conduct of the Bank’s affairs by an order issued under Section 8(e)(4) or Section 8(g)(1) of the FDIA (12 U.S.C. §§1818(e)(4) and (g)(1)), all obligations of the Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the Executive and the Bank as of the date of termination shall not be affected;. (dc) If the Bank is in default, as defined in Section 3(x)(1) of the FDIA (12 U.S.C. §1813(x)(1)), all obligations under this Agreement shall terminate as of the date of default, but vested rights of the Executive and the Bank as of the date of termination shall not be affected; and. (ed) All obligations under Notwithstanding any other provision of this Agreement shall be terminated to the contrary, any payments made to the Executive pursuant to 12 C.F.R. §563.39(b)(5) (except to the extent that it is determined that continuation of the Agreement for the continued operation of the Bank is necessary) (i) by the Director of the Office of Thrift Supervision (“OTS”)this Agreement, or his/her designeeotherwise, at the time the Federal Deposit Insurance Corporation enters into an agreement are subject to provide assistance to or on behalf of the Bank under the authority contained in and conditioned upon their compliance with Section 13(c18(k) of the FDIA (12 U.S.C. §1823(c1828(k)), or (ii) by the Director of the OTS, or his/her designee, at the time the Director, or his/her designee, approves a supervisory merger to resolve problems related to operation of the Bank or when the Bank is determined by the Director of the OTS to be in an unsafe or unsound condition. Notwithstanding the foregoing, vested rights of the Executive and the Bank as of the date of termination shall not be affected12 C.F.R. Part 359.