Common use of Regulatory Suspension and Termination Clause in Contracts

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer'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 Employer may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement shall be terminated, except to the extent determined that continuation of this Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive all or part of the compensation withheld while their Agreement the contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's ’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's ’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 Employer may in its discretion shall (A) pay the Executive all or part of the compensation withheld while their the Agreement obligations were was suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (iib) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's ’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement shall terminate as of the effective date of the order, but vested rights in accordance with the provisions of the contracting parties shall not be affectedSection 5. (iiic) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights in accordance with the provisions of the contracting partiesSection 5. (ivd) All obligations of the Employer under this Agreement shall be terminatedterminated in accordance with the provisions of Section 5, except to the extent determined that continuation of this the Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their Executive’s compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the EmployerPinnacle's affairs by a notice served under Section 8(e)(3) (12 8(e)(3)(12 U.S.C. Section 1818(e)(3)) or 8(g) (12 8(g)(12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerPinnacle'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 Employer Pinnacle may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the EmployerPinnacle's affairs by an order issued under Section 8(e) (12 8(e)(12 U.S.C. Section 1818(e)) or 8(g) (12 8(g)(12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Pinnacle under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer Pinnacle is in default as defined in Section 3(x) (12 3(x)(12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Pinnacle under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer Pinnacle under this Agreement shall be terminated, except to the extent determined that continuation of this the Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Pinnacle under the authority contained in Section 13(c) (12 13(c)(12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Pinnacle is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) 6.1 If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the EmployerBank's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section ss. 1818(e)(3)) or 8(g) (12 U.S.C. Section ss. 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerBank'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 Employer may in its discretion Bank shall (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (ii) 6.2 If the Executive is removed and/or permanently prohibited from participating in the conduct of the EmployerBank's affairs by an order issued under Section 8(e) (12 U.S.C. Section ss. 1818(e)) or 8(g) (12 U.S.C. Section ss. 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) 6.3 If the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section ss. 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) 6.4 All obligations of the Employer Bank under this Agreement shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section ss. 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Bank is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) 6.5 Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section ss. 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section (S) 1818(e)(3)) or 8(g) (12 U.S.C. Section (S) 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement the contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section (S) 1818(e)) or 8(g) (12 U.S.C. Section (S) 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section (S) 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section (S) 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k(S)1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the EmployerCompany's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section (S) 1818(e)(3)) or 8(g) (12 U.S.C. Section (S) 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerCompany's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer Company may in its discretion (Ai) pay the Executive all or part of the compensation amounts withheld while their Agreement the contract obligations were suspended and (Bii) reinstate (in whole or in part) any of the obligations which were suspended. (iib) If the Executive is removed and/or permanently prohibited from participating in the conduct of the EmployerCompany's affairs by an order issued under Section 8(e) (12 U.S.C. Section (S) 1818(e)) or 8(g) (12 U.S.C. Section (S) 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iiic) If the Employer Company is in default as defined in Section 3(x) (12 U.S.C. Section (S) 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (ivd) All obligations of the Employer Company under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Company under the authority contained in Section 13(c) (12 U.S.C. Section (S) 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Company is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k(S)1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's Corporation’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, (the Employer's “FDIA”) the Corporation’s obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer Corporation may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement the Executive’s contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's Corporation’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amendedFDIA, all obligations of the Employer Corporation under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer Corporation is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amendedFDIA, all obligations of the Employer Corporation under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer Corporation under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Corporation under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amendedFDIA, or when the Employer Corporation is determined by the Office of the Comptroller of the Currency or the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive Employee is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's Bank’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's 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 Employer may in its discretion Bank shall: (Ai) pay the Executive Employee all or part of the compensation withheld while their Agreement the parties’ obligations were suspended and suspended, and; (Bii) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (iib) If the Executive Employee is removed and/or permanently prohibited from participating in the conduct of the Employer's Bank’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties Parties shall not be affected. (iiic) If the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting partiesParties. (ivd) All obligations of the Employer Bank under this Agreement shall be terminated, except to the extent determined that continuation of this Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Bank is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties Parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive Employee pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive Director is suspended from office and/or temporarily prohibited from participating in the conduct of the EmployerCompany's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerCompany's obligations under this Agreement agreement shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer Company may in its discretion (A) pay the Executive Director all or part of the compensation withheld while their Agreement obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive Director is removed and/or permanently prohibited from participating in the conduct of the EmployerCompany's affairs by an order issued under Section section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer Company is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer Company under this Agreement agreement shall be terminated, except to the extent determined that continuation of this Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Company under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Company is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive Employee is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's Bank’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's Bank’s obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion Bank shall (A) pay the Executive Employee all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (iib) If the Executive Employee is removed and/or permanently prohibited from participating in the conduct of the Employer's Bank’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iiic) If the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Bank under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (ivd) All obligations of the Employer Bank under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Bank is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive Employee pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's ’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's ’s obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's ’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employerany of Pinnacle's subsidiaries' affairs by a notice served under Section 8(e)(3) (12 8(e)(3)(12 U.S.C. Section 1818(e)(3)) or 8(g) (12 8(g)(12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerPinnacle'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 Employer Pinnacle may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the EmployerPinnacle's subsidiaries' affairs by an order issued under Section 8(e) (12 8(e)(12 U.S.C. Section 1818(e)) or 8(g) (12 8(g)(12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Pinnacle under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer a subsidiary of Pinnacle is in default as defined in Section 3(x) (12 3(x)(12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Pinnacle under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer Pinnacle under this Agreement shall be terminated, except to the extent determined that continuation of this the Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer a subsidiary of Pinnacle under the authority contained in Section 13(c) (12 13(c)(12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer a subsidiary of Pinnacle is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to If the Executive pursuant to is suspended from office and/or temporarily prohibited from participating in the conduct of any of Pinnacle's affairs by a notice served by any regulatory agency having authority over Pinnacle, Pinnacle's obligations under this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) Agreement shall be suspended as of the Federal Deposit Insurance Actdate of service, as amendedunless stayed by appropriate proceedings. If the charges in the notice are dismissed, Pinnacle may in its discretion (A) pay the Executive all or part of the compensation withheld while their contract obligations were suspended and (B) reinstate (in whole or in part) any regulations promulgated thereunderof the obligations which were suspended. 6.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement agreement shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section U.S. C. 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement agreement shall be terminated, except to the extent determined that continuation of this Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive Consultant is suspended from office and/or temporarily prohibited from participating in the conduct of TCGI’s or the Employer's Bank’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, TCGI’s or the Employer's 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, then the Employer may in its discretion Bank shall: (Ai) pay the Executive Consultant all or part of the compensation withheld while their Agreement obligations were suspended suspended, and (Bii) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (ii) . If the Executive Consultant is removed and/or permanently prohibited from participating in the conduct of TCGI’s or the Employer's Bank’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of TCGI and the Employer Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties Parties shall not be affected. (iii) . If TCGI or the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of TCGI or the Employer Bank under this Agreement shall terminate as of the date of default, but this paragraph sentence shall not affect any vested rights of the contracting parties. (iv) Parties. All obligations of TCGI and the Employer Bank under this Agreement shall be terminated, except to the extent determined that continuation of this the Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of TCGI or the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when TCGI or the Employer Bank is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties Parties that have already vested, however, shall not be affected by such action. (v) . Any payments made to the Executive Consultant pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's Bank’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, (the Employer's “FDIA”) the Bank’s obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer Bank may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement the Executive’s contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's Bank’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amendedFDIA, all obligations of the Employer Bank under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amendedFDIA, all obligations of the Employer Bank under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer Bank under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amendedFDIA, or when the Employer Bank is determined by the Office of the Comptroller of the Currency or the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of TCGI’s or the Employer's Bank’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, TCGI’s or the Employer's 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 Employer may in its discretion then TCGI shall: (Ai) pay the Executive all or part of the compensation withheld while their Agreement obligations were suspended suspended, and (Bii) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (ii) . If the Executive is removed and/or permanently prohibited from participating in the conduct of TCGI’s or the Employer's Bank’s affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of TCGI and the Employer Bank under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties Parties shall not be affected. (iii) . If TCGI or the Employer Bank is in default as defined in Section 3(x) (12 U.S.C. Section § 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of TCGI or the Employer Bank under this Agreement shall terminate as of the date of default, but this paragraph sentence shall not affect any vested rights of the contracting parties. (iv) Parties. All obligations of TCGI and the Employer Bank under this Agreement shall be terminated, except to the extent determined that continuation of this the Agreement is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of TCGI or the Employer Bank under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when TCGI or the Employer Bank is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties Parties that have already vested, however, shall not be affected by such action. (v) . Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) 7.1 If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's ’s affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section §1818(e)(3)) or 8(g) (12 U.S.C. Section §1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's ’s obligations under this Agreement Plan shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (ii) 7.2 If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's ’s affairs by an order issued under Section 8(e) (12 U.S.C. Section §1818(e)) or 8(g) (12 U.S.C. Section §1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) 7.3 If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section §1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement Plan shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) 7.4 All obligations of the Employer under this Agreement Plan shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "“FDIC"”), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section §1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) 7.5 Any payments made to the Executive pursuant to this AgreementPlan, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder, if the Employer is subject to such rules and regulations.

Regulatory Suspension and Termination. (ia) If the Executive Employee is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section ss. 1818(e)(3)) or 8(g) (12 U.S.C. Section ss. 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive Employee all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (iib) If the Executive Employee is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section ss. 1818(e)) or 8(g) (12 U.S.C. Section ss. 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iiic) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section ss. 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (ivd) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section ss. 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action.. 6 (ve) Any payments made to the Executive Employee pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section ss. 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive Employee is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section § 1818(e)(3)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion shall (A) pay the Executive Employee all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations obligations, which were suspended. (iib) If the Executive Employee is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section § 1818(e)) or 8(g) (12 U.S.C. Section § 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iiic) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1§ 1813(x)(l)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (ivd) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section § 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive Employee pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section § 1828(k)) of the Federal Deposit Insurance Act, Act as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (ia) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the EmployerCompany's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the EmployerCompany's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer Company may in its discretion (Ai) pay the Executive all or part of the compensation amounts withheld while their Agreement the contract obligations were suspended and (Bii) reinstate (in whole or in part) any of the obligations which were suspended. (iib) If the Executive is removed and/or permanently prohibited from participating in the conduct of the EmployerCompany's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iiic) If the Employer Company is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer Company under this Agreement contract shall terminate as of the date of default, but this paragraph Section 6(c) shall not affect any vested rights of the contracting parties. (ivd) All obligations of the Employer Company under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer Company under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer Company is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (ve) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.

Regulatory Suspension and Termination. (i) If the Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Employer's affairs by a notice served under Section 8(e)(3) (12 U.S.C. Section 1818(e)(3)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, the Employer's obligations under this Agreement contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Employer may in its discretion (A) pay the Executive all or part of the compensation withheld while their Agreement contract obligations were suspended and (B) reinstate (in whole or in part) any of the obligations which were suspended. (ii) If the Executive is removed and/or permanently prohibited from participating in the conduct of the Employer's affairs by an order issued under Section 8(e) (12 U.S.C. Section 1818(e)) or 8(g) (12 U.S.C. Section 1818(g)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected. (iii) If the Employer is in default as defined in Section 3(x) (12 U.S.C. Section 1813(x)(1)) of the Federal Deposit Insurance Act, as amended, all obligations of the Employer under this Agreement contract shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties. (iv) All obligations of the Employer under this Agreement contract shall be terminated, except to the extent determined that continuation of this Agreement the contract is necessary for the continued operation of the institution by the Federal Deposit Insurance Corporation (the "FDIC"), at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Employer under the authority contained in Section 13(c) (12 U.S.C. Section 1823(c)) of the Federal Deposit Insurance Act, as amended, or when the Employer is determined by the FDIC to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action. (v) Any payments made to the Executive pursuant to this Agreement, or otherwise, are subject to and conditioned upon their compliance with Section 18(k) (12 U.S.C. Section 1828(k)) of the Federal Deposit Insurance Act, as amended, and any regulations promulgated thereunder.