Common use of Remedies for Breach Clause in Contracts

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. The parties hereto agree that Employee understands is obligated under this Agreement to render personal services during the Term of a special, unique, unusual, extraordinary and agrees that intellectual character, thereby giving this Agreement special value, and, in the event of a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable any covenant of Employee herein, the injury or imminent injury to the Bank value and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation goodwill of the covenants contained Company's business could not be reasonably or adequately compensated in Paragraph 5(a) or 5(b)damages in an action at law. Accordingly, Employee expressly acknowledges that the Bank and the Company, as applicable, Company shall be entitled to bring a civil action seeking an injunction restraining Employee from violating specific performance, injunctive relief or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to remedy against Employee, without the posting of a bond, in the event of any breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any provision of this Agreement by Employee (including, without limitation, Sections 5 and 6). Without limiting the generality of the foregoing, if Employee breaches or threatens to breach Section 5 or 6 of this Agreement, such covenants, Employee shall be deemed to have waived the claim breach or defense that the Bank or threatened breach will entitle the Company, as applicablewithout posting of bond, has to an adequate remedy at law injunction prohibiting (i) Employee from disclosing any Confidential Information to any Competing Business; (ii) such Competing Business from receiving from Employee or using any such Confidential Information; and shall not urge (iii) Employee from, indirectly or directly, owning, managing, operating, joining, controlling, participating in, investing in or otherwise being connected or associated with, in any such action or proceeding the claim or defense that such a remedy at law exists. Howevermanner, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative Competing Business. The rights and in addition to all other rights, remedies, powers or privileges remedies of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to parties hereto are cumulative and shall not be deemed exclusive, and each such party shall be entitled to supersede or pursue all legal and equitable rights and remedies and to otherwise restrict, limit or impair the rights secure performance of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 obligations and duties of the North Carolina General Statutesother under this Agreement, and the enforcement of one or more of such rights and remedies by a party shall in no way preclude such party from pursuing, at the same time or subsequently, any and all other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationrights and remedies available to it.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in this Paragraph 5(a) and 5(b) of this Agreement will 7 shall be deemed a material breach of this Agreement and will cause substantial, immediate, and irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any Bank will have no adequate remedy at law for such breach or violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)this Paragraph, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power power, or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power power, or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers powers, or privileges of the Bank Bank. Employee further understands and acknowledges that the CompanyBank’s obligation, if any, for continued payments of Base Salary under Paragraph 6(b) or 6(e) above is conditioned upon Employee’s compliance with covenants contained in this Paragraph 7. In the event of Employee’s actual or threatened breach or violation of the covenants contained in either such Paragraphs, the Bank’s obligation under Paragraph 6(b) or 6(e), if any, shall immediately cease. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of this Paragraph 5(a) and 5(b) above 7 and the remedies provided in this Paragraph 5(c7(g) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit limit, or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse misuse, or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands a. The Provider hereby expressly acknowledges that the preservation of the confidentiality of the Company's Confidential Information is absolutely essential to commercial success of the Company, and agrees that the improper use and/or disclosure of the Company's Confidential Information would cause the Company harm. If the Provider commits a breach, or threatens to commit a breach, of any of the provisions of this Article IV, the Company and its Subsidiaries shall have the right and remedy, in addition to any other remedy that may be available at law or in equity, to have the provisions of this Article IV specifically enforced by any court having equity jurisdiction (without regard to the arbitration provisions of Section 5.9 hereof), by the entry of temporary, preliminary and permanent injunctions and orders of specific performance, together with an accounting therefore, it being expressly acknowledged and agreed by the Provider that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank Company and its Subsidiaries and that money damages will not provide an adequate remedy to the Company and its Subsidiaries. Such injunction shall be available without the posting of any bond or other security, and the CompanyProvider hereby consents to the issuance of such injunction. Further, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In in the event of Employee’s actual or threatened an alleged breach or violation by the Provider of any of the covenants contained in Paragraph 5(a) provisions of Sections 4.3 or 5(b)4.4 hereof, the Bank and period in which the Company, as applicable, Provider has covenanted to the Company to refrain from engaging in the applicable activity shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the tolled until such breach or violation has been cured. The parties agree that in the event of such covenant. Employee agrees that, if the Bank or the Company institutes institution of any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equityequity by either party to enforce the provisions of this Article IV, including Each Party shall pay all their own respective costs and expenses in such action. If any covenant contained in this Article IV, or any part thereof, is hereafter construed to be invalid or unenforceable, the recovery same shall not affect the remainder of damagessuch covenant or any other covenants, all of which shall be cumulative and in addition to all other rightsgiven full effect, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein without regard to the contraryinvalid portions, Employee agrees that and any court having jurisdiction shall have the provisions of Paragraph 5(a) and 5(b) above and power to modify such covenant to the remedies provided least extent necessary to render it enforceable and, in this Paragraph 5(c) for a breach by Employee its modified form, said covenant shall then be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationenforceable.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(aParagraphs 7(b) and 5(b7(c) of this Agreement will shall be deemed a material breach of this Agreement and will cause substantial, immediate, and irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any Bank will have no adequate remedy at law for such breach or violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power power, or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power power, or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers powers, or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(aParagraphs 7(b) and 5(b7(c) above and the remedies provided in this Paragraph 5(c7(e) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit limit, or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse misuse, or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(aParagraphs 7(b) and 5(b7(c) of this Agreement will shall be deemed a material breach of this Agreement and will cause substantial, immediate and irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any Bank will have no adequate remedy at law for such breach or violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(aParagraphs 7(b) and 5(b7(c) above and the remedies provided in this Paragraph 5(c7(e) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him his/her of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands The restrictive covenants set forth in this Sec. 4 shall be construed as agreements independent of any other provision in this Agreement, and agrees the existence of any claim or cause of action of the Executive against the Company, whether predicated upon this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any restrictive covenant. The Company has fully performed all obligations entitling it to the restrictive covenants, and the restrictive covenants therefore are not executory or otherwise subject to rejection under the Federal Bankruptcy Code. If the Executive commits a breach, or threatens to commit a breach, of any of the provisions of this Sec. 4, the Company shall have the right and remedy, in addition to any other remedy that a may be available at law or in equity, to have the provisions of this Sec. 4 specifically enforced by any court having equity jurisdiction, by the entry of temporary, preliminary and permanent injunctions and orders of specific performance, together with an accounting therefor, it being expressly acknowledged and agreed by the Executive that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank and the Company, Company and that it would be difficult to ascertain the amount of monetary money damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has will not provide an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein Any such injunction shall be available without the posting of any bond or other security, and the Executive hereby consents to the contrary, Employee issuance of such injunction. The Executive further agrees that any such injunctive relief obtained by the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Company shall be in addition to, and not in lieu of, monetary damages and any other remedies to and shall not which the Company may be deemed to supersede entitled. Further, in the event of an alleged breach or to otherwise restrict, limit or impair violation by the rights Executive of any of the Bank provisions of Sections 4(c), 4(d) or 4(e) hereof, the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, Restrictive Period shall be tolled until such breach or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationviolation has been cured.

Remedies for Breach. If the Employee understands commits a breach, or threatens to commit a breach, of any of the provisions of this Article IV, the Company and agrees its Subsidiaries shall have the right and remedy, in addition to any other remedy that a may be available at law or in equity, to have the provisions of this Article IV specifically enforced by any court having equity jurisdiction, together with an accounting therefor, it being expressly acknowledged and agreed by the Employee that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank Company and its Subsidiaries and that money damages will not provide an adequate remedy to the Company and its Subsidiaries. Such injunction shall be available without the posting of any bond or other security, and the CompanyEmployee hereby consents to the issuance of such injunction. The Employee further agrees that any such injunctive relief obtained by the Company or its Subsidiaries shall be in addition to, and that it would be difficult to ascertain the amount of not in lieu of, monetary damages that would result from and any such violationother remedies to which the Company or its Subsidiaries may be entitled. In Further, in the event of Employee’s actual or threatened an alleged breach or violation by the Employee of any of the covenants contained in Paragraph 5(a) provisions of Sections 4.4 or 5(b)4.5 hereof, the Bank and Non-Solicitation Period and/or the CompanyNon-Competition Period, as applicablethe case may be, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the tolled until such breach or violation has been cured. The parties agree that in the event of such covenant. Employee agrees that, if the Bank or the Company institutes institution of any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equityequity by either party to enforce the provisions of this Article IV, the losing party shall pay all of the costs and expenses of the prevailing party, including reasonable legal fees, incurred in connection therewith. If any covenant contained in this Article IV or any part thereof is hereafter construed to be invalid or unenforceable, the recovery same shall not affect the remainder of damagessuch covenant or any other covenants, all of which shall be cumulative and in addition to all other rightsgiven full effect, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein without regard to the contraryinvalid portions, Employee agrees that and any court having jurisdiction shall have the provisions of Paragraph 5(a) and 5(b) above and power to modify such covenant to the remedies provided least extent necessary to render it enforceable and, in this Paragraph 5(c) for a breach by Employee its modified form, said covenant shall then be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationenforceable.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(aParagraphs 6(b) and 5(b6(c) of this Agreement will shall be deemed a material breach of this Agreement and will cause substantial, immediate and irreparable injury to the Bank and the CompanyUCB, and that it would be difficult to ascertain the amount of monetary damages that would result from any UCB will have no adequate remedy at law for such breach or violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants covenant contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, UCB shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company UCB institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, UCB has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company UCB of any such right, remedy, power or privilege shall not preclude the Bank UCB or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyUCB. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b6(c) above and the remedies provided in this Paragraph 5(c6(e) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company UCB under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. If the Employee understands commits a breach, or threatens to commit a breach, of any of the provisions of this Article IV, the Company shall have the right and agrees remedy, in addition to any other remedy that a may be available at law or in equity, to have the provisions of this Article IV specifically enforced by any court having equity jurisdiction, together with an accounting therefore, it being expressly acknowledged and agreed by the Employee that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank Company and that money damages will not provide an adequate remedy to the Company. Such injunction shall be available without the posting of any bond or other security, and the CompanyEmployee hereby consents to the issuance of such injunction. The Employee further agrees that any such injunctive relief obtained by the Company shall be in addition to, and that it would be difficult to ascertain the amount of not in lieu of, monetary damages that would result from and any such violationother remedies to which the Company may be entitled. In Further, in the event of Employee’s actual or threatened an alleged breach or violation by the Employee of any of the covenants contained in Paragraph 5(a) or 5(b)provisions of Section 4.4 hereof, the Bank and the Company, as applicable, Nonsolicitation Period shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the tolled until such breach or violation has been cured. The parties agree that in the event of such covenant. Employee agrees that, if the Bank or the Company institutes institution of any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equityequity by either party to enforce the provisions of this Article IV, the losing party shall pay all of the costs and expenses of the prevailing party, including reasonable legal fees, incurred in connection therewith. If any covenant contained in this Article IV or any part thereof is hereafter construed to be invalid or unenforceable, the recovery same shall not affect the remainder of damagessuch covenant or any other covenants, all of which shall be cumulative and in addition to all other rightsgiven full effect, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein without regard to the contraryinvalid portions, Employee agrees that and any court having jurisdiction shall have the provisions of Paragraph 5(a) and 5(b) above and power to modify such covenant to the remedies provided least extent necessary to render it enforceable and, in this Paragraph 5(c) for a breach by Employee its modified form, said covenant shall then be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationenforceable.

Remedies for Breach. Employee Xxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) 5 of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxx’x actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)5, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxx agrees that the provisions of this Paragraph 5(a) and 5(b) above 5 and the remedies provided in this Paragraph 5(c) herein for a breach by Employee Xxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. If the Employee understands commits a breach, or threatens to commit a breach, of any of the provisions of this Article IV, the Company and agrees its Subsidiaries shall have the right and remedy, in addition to any other remedy that a may be available at law or in equity, to have the provisions of this Article IV specifically enforced by any court having equity jurisdiction, 9 together with an accounting therefore, it being expressly acknowledged and agreed by the Employee that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank Company and its Subsidiaries and that money damages will not provide an adequate remedy to the Company and its Subsidiaries. Such injunction shall be available without the posting of any bond or other security, and the CompanyEmployee hereby consents to the issuance of such injunction. The Employee further agrees that any such injunctive relief obtained by the Company or its Subsidiaries shall be in addition to, and that it would be difficult to ascertain the amount of not in lieu of, monetary damages that would result from and any such violationother remedies to which the Company or its Subsidiaries may be entitled. In Further, in the event of Employee’s actual or threatened an alleged breach or violation by the Employee of any of the covenants contained in Paragraph 5(a) provisions of Sections 4.4 or 5(b)4.5 hereof, the Bank and Non-Solicitation Period and/or the CompanyNon-Competition Period, as applicablethe case may be, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the tolled until such breach or violation has been cured. The parties agree that in the event of such covenant. Employee agrees that, if the Bank or the Company institutes institution of any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equityequity by either party to enforce the provisions of this Article IV, the losing party shall pay all of the costs and expenses of the prevailing party, including reasonable legal fees, incurred in connection therewith. If any covenant contained in this Article IV or any part thereof is hereafter construed to be invalid or unenforceable, the recovery same shall not affect the remainder of damagessuch covenant or any other covenants, all of which shall be cumulative and in addition to all other rightsgiven full effect, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein without regard to the contraryinvalid portions, Employee agrees that and any court having jurisdiction shall have the provisions of Paragraph 5(a) and 5(b) above and power to modify such covenant to the remedies provided least extent necessary to render it enforceable and, in this Paragraph 5(c) for a breach by Employee its modified form, said covenant shall then be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationenforceable.

Remedies for Breach. Employee Xxxxxxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxxxxxxx’x actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxxxxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxxxxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxxxxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxxxxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxxxxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Xxxxxxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)this Agreement, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above this Agreement and the remedies provided in this Paragraph 5(c) herein for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Officer understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank Company and the CompanyBanks, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of EmployeeOfficer’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and Company and/or the Company, as applicable, Banks shall be entitled to bring a civil action seeking an injunction restraining Employee Officer from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Officer agrees that, if the Bank Company or either or both of the Company institutes Banks institute any action or proceeding against Employee Officer seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Officer shall be deemed to have waived the claim or defense that the Bank Company or either of the Company, as applicable, Banks has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank Company or the Company Banks of any such right, remedy, power or privilege shall not preclude the Bank Company or the Company Banks or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank Company and the CompanyBanks. Notwithstanding anything contained herein to the contrary, Employee Officer agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Officer shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank Company or the Company Banks under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Officer understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank Company and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of EmployeeOfficer’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Company and/or the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Officer from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Officer agrees that, if the Bank Company or the Company Bank institutes any action or proceeding against Employee Officer seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Officer shall be deemed to have waived the claim or defense that the Bank Company or the Company, as applicable, Bank has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank Company or the Company Bank of any such right, remedy, power or privilege shall not preclude the Company or the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank Company and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Officer agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Officer shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank Company or the Company Bank under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. The parties hereto agree that Employee understands is --------------------- obligated under this Agreement to render personal services during the Term of a special, unique, unusual, extraordinary and agrees that intellectual character, thereby giving this Agreement special value, and, in the event of a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable any covenant of Employee herein, the injury or imminent injury to the Bank value and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation goodwill of the covenants contained Company's business could not be reasonably or adequately compensated in Paragraph 5(a) or 5(b)damages in an action at law. Accordingly, Employee expressly acknowledges that the Bank and the Company, as applicable, Company shall be entitled to bring a civil action seeking an injunction restraining Employee from violating specific performance, injunctive relief or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to remedy against Employee, without the posting of a bond, in the event of any breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any provision of this Agreement by Employee (including, without limitation, Sections 5 and 6). Without limiting the generality of the foregoing, if Employee breaches or threatens to breach Section 5 or 6 of this Agreement, such covenants, Employee shall be deemed to have waived the claim breach or defense that the Bank or threatened breach will entitle the Company, as applicablewithout posting of bond, has to an adequate remedy at law injunction prohibiting (i) Employee from disclosing any Confidential Information to any Competing Business; (ii) such Competing Business from receiving from Employee or using any such Confidential Information; and shall not urge (iii) Employee from, indirectly or directly, owning, managing, operating, joining, controlling, participating in, investing in or otherwise being connected or associated with, in any such action or proceeding the claim or defense that such a remedy at law exists. Howevermanner, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative Competing Business. The rights and in addition to all other rights, remedies, powers or privileges remedies of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to parties hereto are cumulative and shall not be deemed exclusive, and each such party shall be entitled to supersede or pursue all legal and equitable rights and remedies and to otherwise restrict, limit or impair the rights secure performance of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 obligations and duties of the North Carolina General Statutesother under this Agreement, and the enforcement of one or more of such rights and remedies by a party shall in no way preclude such party from pursuing, at the same time or subsequently, any and all other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationrights and remedies available to it.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)) , the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Montgomery understands and agrees that a breach or violation by him of the covenants ox xxx xxxxenant contained in Paragraph 5(a) and 5(b6(a) of this Agreement will be deemed would constitute a material breach of this Agreement and will would cause irreparable damage and injury to the Bank and for which the Company, and Bank would not have an adequate remedy at law in that it would be difficult to ascertain the amount of monetary damages that which would result from any such breach or violation. In the event of Employee’s Montgomery's actual or threatened breach or violation of the covenants contained in any covenant xxxxxxxxx xn Paragraph 5(a) or 5(b6(a), Montgomery agrees the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an xxxxxxx x temporary restraining order and preliminary and permanent injunction restraining Employee Montgomery from violating or continuing to violate those covenants or from any threatened violation thereof, or for of these covenxxxx xx xxom threatening to violate any of them and seeking any other legal or equitable relief relating to the breach or violation of such covenantany of these covenants. Employee Montgomery agrees that, if the Bank or the Company institutes any such civil action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenantsagainsx Xxxxxxxxry, Employee Montgomery shall be deemed to have waived the any claim or defense that the Bank or the Company, as applicable, has an adequate thx Xxxx xxx ax xxxxxxxx remedy at law and shall not urge EMPLOYMENT AGREEMENT Howard B. Montgomery, Jr. plead or contend in any such civil action or proceeding xxx xxxxx xx xxxxxxx xxxx the claim or defense that such a Bank has adequate remedy at law existslaw. HoweverMoreover, the parties agree the exercise by the Bank or the Company of any such right, remedy, power or privilege its right to seek in injunctive relief shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing pursing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, rights and remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein available to the contraryBank. Further, Employee Montgomery agrees that the provisions of Paragraph 5(a) and 5(b6(a) above and the remedies provided remexxxx xxxxxded in this Paragraph 5(c6(b) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General StatutesStatues, or the rights of the Bank under any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Xxxxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxxxxx’x actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Xxxxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) 5 of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)5, the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph Paragraphs 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyTriangle, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, Triangle shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company Triangle institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, Triangle has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company Triangle of any such right, remedy, power or privilege shall not preclude the Bank Triangle or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyTriangle. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company Triangle under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Executive understands and agrees acknowledges that a breach or violation by him Executive of any of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will Paragraphs 3 shall be deemed a material breach of this Agreement and will cause substantial, immediate, and irreparable injury to the Bank and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any Company will have no adequate remedy at law for such breach or violation. In the event of EmployeeExecutive’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)Paragraphs 3, the Bank and the Company, as applicable, Company shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee Executive from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the actual or threatened breach or violation of such covenant. Employee Executive agrees that, if the Bank or the Company institutes any action or proceeding against Employee Executive seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Executive shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, Company has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power power, or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power power, or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers powers, or privileges of the Bank and the Company. Notwithstanding anything contained herein Executive xxxxxx agrees to the contrary, Employee agrees that the provisions pay all of Paragraph 5(a) Company’s reasonable attorneys’ fees and 5(b) above and the remedies provided expenses incurred in enforcing this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationAgreement.

Remedies for Breach. Employee Xxxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxxxx’x actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b5 (a), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c5(b) for a breach by Employee Xxxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Executive understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(aParagraphs 10(b) and 5(b10(c) of this Agreement will shall be deemed a material breach of this Agreement and will cause substantial, immediate, and irreparable injury to the Bank and the CompanyBancorp, and that it would be difficult to ascertain the amount of monetary damages that would result from any Bank and Bancorp will have no adequate remedy at law for such breach or violation. In the event of EmployeeExecutive’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, Bancorp shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee Executive from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Executive agrees that, if the Bank or the Company Bancorp institutes any action or proceeding against Employee Executive seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Executive shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has and Bancorp have an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company Bancorp of any such right, remedy, power power, or privilege shall not preclude the Bank or the Company Bancorp, or their respective successors or assigns from pursuing any other remedy or exercising any other right, power power, or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers powers, or privileges of the Bank and the CompanyBancorp. Notwithstanding anything contained herein to the contrary, Employee Executive agrees that the provisions of Paragraph 5(aParagraphs 10(b) and 5(b10(c) above and the remedies provided in this Paragraph 5(c10(e) for a breach by Employee Executive shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit limit, or impair the rights of the Bank or the Company Bancorp under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse misuse, or misappropriation of trade secrets or other proprietary or confidential information. Executive acknowledges and agrees that his right to receive the payments set forth in Paragraphs 7(c) and 8 above (to the extent Executive is otherwise entitled to such payments) shall be conditioned upon Executive’s compliance with the restrictions set forth in this Paragraph 10. In the event that Executive breaches the provisions of Paragraphs 10(b) or 10(c), any obligation on the part of the Bank to make any payment under Paragraphs 7(c) or 8 shall cease and no further payments shall be due to Executive. However, the cessation of such payments pursuant to this Paragraph 10(e) shall not relieve Executive from the various covenants and agreements set forth in this Paragraph 10, nor shall it affect the Bank’s right to pursue any other remedies as described herein.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information. Notwithstanding the foregoing nondisclosure obligations, pursuant to 18 U.S.C. Section 1833(b), Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made: (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

Remedies for Breach. Employee Xxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxxx’x actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Xxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands The restrictive covenants set forth in this Article 4 shall be construed as agreements independent of any other provision in this Agreement, and agrees the existence of any claim or cause of action of the Executive against the Company, whether predicated upon this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any restrictive covenant. The Company has fully performed all obligations entitling it to the restrictive covenants, and the restrictive covenants therefore are not executory or otherwise subject to rejection under the Bankruptcy Code. If Executive commits a breach, or threatens to commit a breach, of any of the provisions of this Article 4, the Company shall have the right and remedy, in addition to any other remedy that a may be available at law or in equity, to have the provisions of this Article 4 specifically enforced by any court having equity jurisdiction, by the entry of temporary, preliminary and permanent injunctions and orders of specific performance, together with an accounting therefor, it being expressly acknowledged and agreed by Executive that any such breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material threatened breach of this Agreement and will cause irreparable injury to the Bank and the Company, Company and that it would be difficult to ascertain the amount of monetary money damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has will not provide an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein Any such injunction shall be available without the posting of any bond or other security, and Executive hereby consents to the contrary, Employee issuance of such injunction. Executive further agrees that any such injunctive relief obtained by the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Company shall be in addition to, and not in lieu of, monetary damages and any other remedies to and shall not which the Company may be deemed to supersede entitled. Further, in the event of an alleged breach or to otherwise restrict, limit or impair the rights violation by Executive of any of the Bank provisions of Sections 4(c), 4(d) or 4(e) hereof, the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, Restrictive Period shall be tolled until such breach or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationviolation has been cured.

Remedies for Breach. Employee understands If X'Xxxxx becomes indebted to the Company for any reason during the term of this Agreement, the Company may (but is not obligated to) setoff and agrees collect any amount due the Company from X'Xxxxx out of any compensation or expense reimbursement that it owes to X'Xxxxx. X'Xxxxx stipulates that a breach or violation by him of any of the restrictive covenants contained set forth in Paragraph 5(a) Sections IV and 5(b) V of this Agreement will be deemed a material breach diminish the value of this Agreement the Company and the Consolidated Group and will cause irreparable and continuing injury to the Bank Company and the CompanyConsolidated Group for which an adequate legal remedy will not exist. Accordingly, X'Xxxxx stipulates that if he breaches any restrictive covenant set forth in Section IV or V of this Agreement, the Company will not be obligated to pay to X'Xxxxx any remaining compensation specified in this Agreement and, without limiting or excluding any other available remedy, the Company and every other member of the Consolidated Group which is affected by the breach will be entitled to the following remedies: (a) the entry by a court having jurisdiction of an order granting specific performance or temporary injunctive relief, upon the posting of a bond of $1,500 and the filing with the court of an appropriate pleading and affidavit specifying each obligation breached by X'Xxxxx, but without proof of actual monetary damage; (b) if a court having jurisdiction determines for any reason that it would be difficult the Company or other member of the Consolidated Group is not entitled to ascertain an injunction or specific performance, the amount recovery from X'Xxxxx of monetary all consequential damages attributable to his breach of the restrictive covenant and all profit, remuneration, or other consideration that would result X'Xxxxx gains from breaching the restrictive covenant; and (c) reimbursement from X'Xxxxx of all costs incurred by the Company and every other member of the Consolidated Group in enforcing the restrictive covenant or otherwise defending or prosecuting any such violationlegal proceeding arising out of the restrictive covenant. The Company may exercise any of the foregoing remedies concurrently, independently, or successively. In the event of Employee’s actual any provisions hereof shall be modified or threatened breach held ineffective by any Court in any respect, such adjudication shall not invalidate or violation render ineffective the balance of the covenants contained in Paragraph 5(a) or 5(b)provisions hereof, the Bank and the Company, as applicable, provisions hereof shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating enforced to the breach or violation of such covenantmaximum extent allowed by law. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee This Agreement shall be deemed governed by the laws of the State of Texas and shall be enforceable in Xxxxxx County, Texas. The Company may assign this Agreement (including the restrictive covenants set forth in Sections IV and V) to have waived the claim or defense that the Bank or anyone who succeeds to the Company, as applicable, has an adequate remedy at law and shall not urge in any such action 's business pursuant to a merger or proceeding the claim purchase of all or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, substantially all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges the Company's assets. The members of the Bank Consolidated Group are third-party beneficiaries of X'Xxxxx'x obligations under Sections IV and the Company. Notwithstanding anything contained herein V, and those obligations are enforceable by them to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in same extent as if they were parties to this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationAgreement.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c5(b) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Quick understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(aParagraphs 5 (a) and 5(b5 (b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyTriangle, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Quick's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, Triangle shall be entitled to bring a civil action seeking an injunction restraining Employee Quick from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Quick agrees that, if the Bank or the Company Triangle institutes any action or proceeding against Employee Quick seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Quick shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, Triangle has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company Triangle of any such right, remedy, power or privilege shall not preclude the Bank Triangle or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyTriangle. Notwithstanding anything contained herein to the contrary, Employee Quick agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Quick shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company Triangle under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)) , the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Xxxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of EmployeeSudyk’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee Xxxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Executive understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b4(a) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Executive's actual or threatened breach or violation of the covenants contained in Paragraph 5(a4(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Executive from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Executive agrees that, if the Bank or the Company institutes any action or proceeding against Employee Executive seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Executive shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Executive agrees that the provisions of Paragraph 5(a) and 5(b4(a) above and the remedies provided in this Paragraph 5(c4(b) for a breach by Employee Executive shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him her of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Xxxxxxx understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Xxxxxxx'x actual or threatened breach or violation of the covenants contained in Paragraph 5(a5 (a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Xxxxxxx from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Xxxxxxx agrees that, if the Bank or the Company institutes any action or proceeding against Employee Xxxxxxx seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee Xxxxxxx shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Xxxxxxx agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c5(b) for a breach by Employee Xxxxxxx shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will 9 shall be deemed a material breach of this Agreement and will cause substantial, immediate, and irreparable injury to the Bank and the CompanyFountain, and that it would be difficult to ascertain the amount of monetary damages that would result from any Fountain will have no adequate remedy at law for such breach or violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)9, the Bank and the Company, as applicable, Fountain shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company Fountain institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, Fountain has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company Fountain of any such right, remedy, power power, or privilege shall not preclude the Bank Fountain or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power power, or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers powers, or privileges of the Bank and the CompanyFountain. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(aParagraphs 9(b) and 5(b9(c) above and the remedies provided in this Paragraph 5(c9(d) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company Fountain under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.. (e)

Remedies for Breach. Employee understands and agrees that a In the event of Executive’s breach or violation by him of, or failure to completely and timely perform any of the provisions or covenants contained in Paragraph 5(aof this Release or the Employment Agreement (except to the extent limited by Sections 1(e) and 5(b4(c) of this Agreement will be deemed a material breach Release), which, if curable, remains uncured ten (10) days after the date of receipt of written notice thereof to Executive, the Company’s obligation to perform any of its remaining obligations hereunder, including the obligation to continue any payment(s) under any provision of Section 1, above, shall immediately terminate; provided, however, that the Release set forth above in Section 4 and its subparts and all of Executive’s other covenants and obligations shall remain in full force and effect. In addition, in the event Executive breaches, or threatens to breach, any of the provisions of this Agreement Release, the Company shall have the right to have the provisions of this Release specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach will cause irreparable injury to the Bank Company and that money damages will not provide the Company with an adequate remedy. Such rights and remedies shall be in addition to, and not in lieu of, any other rights/remedies available to the Company under law or in equity. Executive recognizes and agrees that the Company’s remedy at law for breach of this Release would be inadequate, and that it would be difficult to ascertain the amount further agrees that, for breach of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b)provisions, the Bank and the Company, as applicable, Company shall be entitled to bring injunctive relief and to enforce its rights by an action for specific performance and shall be entitled to recover the Severance Payments previously paid to Executive under this Release (as liquidated damages) and, if it prevails, its reasonable attorneys’ fees incurred in any such action. To the extent that Executive does not make a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating required repayment to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking pursuant to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or this Section 7 within thirty (30) calendar days following demand by the Company, as applicableor any shares of the Company’s common stock underlying any of Executive’s outstanding RSU awards have been sold by Executive, has an adequate remedy at law and shall not urge the Company shall, subject to Section 409A, have the right to reduce, cancel or withhold against outstanding equity-based compensation, or require a substitute form of repayment, in each case to the maximum extent permitted under applicable law. Similarly, if Executive prevails in any such action or proceeding the claim or defense that such a remedy at law exists. Howeverlitigation, the exercise by the Bank or the Company Executive will be entitled to an award of his reasonable attorneys’ fees and expenses incurred in any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationaction.

Remedies for Breach. Employee understands Notwithstanding the provisions of Section 16 of this Agreement, the parties agree that the Bank may seek and obtain injunctive relief in the Court of Common Pleas of York County, Pennsylvania, should the Bank believe that Executive has breached any part of Section 8 of this Agreement. Executive recognizes and agrees that a breach or violation by him of the covenants contained damages in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the Company, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened a breach or violation by Executive of the covenants contained in Paragraph 5(a) or 5(bSections (a), the Bank (b), (c) and/or (d), above, would be difficult, if not impossible, to ascertain, and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Executive therefore agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. Howeveroccurs, the exercise by the Bank or the Company of any such rightBank, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing in addition to and without limiting any other remedy or exercising right it may have, shall have the right to an injunction or other equitable relief, in any court of competent jurisdiction, enjoining any such breach, and Executive hereby waives any and all defenses Executive may have on the grounds of lack of jurisdiction or competence of the court to grant such an injunction or other equitable relief. (Executive agrees that the Bank shall not be required to post more than a nominal bond or surety in order to obtain such injunction or relief.) The existence of this right shall not preclude any other right, power or privilege available to them for any such breach or violation, whether rights and remedies at law or in equityequity which the Bank may possess. Further, in the event that Executive breaches any provision of Sections (a), (b), (c) and/or (d), above, and the Bank successfully seeks to obtain compliance therewith and/or damages, Executive will be responsible for the reasonable costs incurred thereby by the Bank, including the recovery of damages, all of which shall be cumulative reasonable attorneys’ fees and in costs. In addition to all other rightsthe remedies set forth above, remediesshould Executive, powers following termination of employment with the Bank, solicit a customer or privileges client of the Bank and prior to being enjoined from doing so, with the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights effect of the Bank losing said customer or client, Executive shall pay to the Company under Bank the Trade Secrets Protection Act contained in Article 24, Chapter 66 sum of five times the net profits (gross receipts minus direct expenses incurred by the Bank) received from that customer or client for the average of the North Carolina General Statutespreceding three years. In addition to the remedies set forth above, should Executive encourage or solicit an employee of the Bank to terminate employment with the Bank, with the effect of that employee leaving the Bank, Executive shall pay to the Bank the cost of any other state or federal law or regulation dealing with or providing a remedy for and all sums incurred in replacing that employee, including search fees and any increase in salary required to be paid to the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential informationreplacement.

Remedies for Breach. Employee understands By accepting the benefits of this Agreement, the Optionee acknowledges and agrees that his obligations to the Company are unique and that any breach or threatened breach of such obligations may result in irreparable harm and substantial damages to the Company. Accordingly, in the event of a breach or violation threatened breach by him the Optionee of any of the covenants contained in Paragraph 5(a) and 5(b) provisions of this Agreement will Section 6, the Company shall have the right, in addition to exercising any other remedies at law or equity which may be deemed a material breach of available to it under this Agreement or otherwise, to obtain ex parte, preliminary, interlocutory, -- ----- temporary or permanent injunctive relief, specific performance and will cause irreparable injury other equitable remedies in any court of competent jurisdiction, to prevent the Bank Optionee from violating such provision or provisions or to prevent the continuance of any violation thereof, together with an award or judgment for any -------- ---- and all damages, losses, liabilities, expenses and costs incurred by the Company, and that it would be difficult to ascertain the amount Company as a result of monetary damages that would result from any such violation. In the event of Employee’s actual breach or threatened breach including, but not limited to, attorneys' fees incurred by the Company in connection with, or violation as a result of, the enforcement of these covenants. The Optionee expressly waives any requirement based on any statute, rule or procedure or other source that the Company post a bond as a condition of obtaining any of the covenants contained above-described remedies. In addition to the foregoing remedies, if the Optionee should take actions in Paragraph 5(a) or 5(b), the Bank and competition with the Company, as applicablespecified in this Section 6, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking shall have the right to enforce any cause a forfeiture of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank Optionee, including, but not limited to, the right to cause the Optionee to forfeit: (i) any outstanding Option, and (ii) any gain recognized by the Optionee upon the exercise of an Option during the period commencing twelve (12) months prior to the Optionee's termination of employment or other relationship with the Company under due to taking actions in competition with the Trade Secrets Protection Act contained in Article 24, Chapter 66 Company and ending twelve (12) months following such termination of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets employment or other proprietary or confidential informationrelationship.

Remedies for Breach. Employee Hall understands and agrees that a breach or violation by him of the covenants any covenant contained in Paragraph 5(a) and 5(b6(a) of this Agreement will be deemed would constitute a material breach of this Agreement and will would cause irreparable damage and injury to the Bank and for which the Company, and Bank would not have an adequate remedy at law in that it would be difficult to ascertain the amount of monetary damages that which would result from any such breach or violation. In the event of Employee’s Hall's actual or threatened breach or violation of the covenants any covenant contained in Paragraph 5(a) or 5(b6(a), Hall agrees the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an a temporary restraining order and preliminary and permanent injunction restraining Employee Hall from violating or continuing to violate those any of these covenants or from threatening to violate any threatened violation thereof, or for of them and seeking any other legal or equitable relief relating to the breach or violation of such covenantany of these covenants. Employee Hall agrees that, if the Bank or the Company institutes any such civil action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenantsHall, Employee Hall shall be deemed to have waived the any claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge plead or contend in any such civil action or proceeding the any claim or defense that such a the Bank has adequate remedy at law existslaw. HoweverMoreover, the parties agree the exercise by the Bank or the Company of any such right, remedy, power or privilege its right to seek in injunctive relief shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege EMPLOYMENT AGREEMENT Randall C. Hall available to them it for any such breach or violation, whether at law or whxxxxx xx xxx xx in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, rights and remedies, powers or privileges of the Bank and the Company. Notwithstanding anything contained herein available to the contraryBank. Further, Employee Hall agrees that the provisions of Paragraph 5(a) and 5(b6(a) above and the remedies provided in this Paragraph 5(c6(b) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General StatutesStatues, or the rights of the Bank under any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees acknowledges that a breach or violation by him of any of the covenants contained in Paragraph 5(aParagraphs 6(b) and 5(b6(c) of this Agreement will shall be deemed a material breach of this Agreement and will cause substantial, immediate and irreparable injury to the Bank and the CompanyUCB, and that it would be difficult to ascertain the amount of monetary damages that would result from any UCB will have no adequate remedy at law for such breach or violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants covenant contained in Paragraph 5(a) or 5(b)either such Paragraph, the Bank and the Company, as applicable, UCB shall be entitled to bring a civil action seeking seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate those covenants such covenant or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company UCB institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, UCB has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company UCB of any such right, remedy, power or privilege shall not preclude the Bank UCB or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyUCB. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b6(c) above and the remedies provided in this Paragraph 5(c6(e) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company UCB under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.or

Remedies for Breach. Employee understands and ------------------- agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s 's actual or threatened breach or violation of the covenants contained in Paragraph 5(a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the covenants contained in Paragraph 5(a5 (a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee from violating or continuing to violate those covenants or from any threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee agrees that, if the Bank or the Company institutes any action or proceeding against Employee seeking to enforce any of such covenants or to recover other relief relating to an actual or threatened breach or violation of any of such covenants, Employee shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies provided in this Paragraph 5(c) for a breach by Employee shall be in addition to to, and shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.

Remedies for Breach. Employee Helton understands and agrees that a breach or violation by him of the covenants thx xxxxnants contained in Paragraph 5(a) and 5(b) of this Agreement will be deemed a material breach of this Agreement and will cause irreparable injury to the Bank and the CompanyBank, and that it would be difficult to ascertain the amount of monetary damages that would result from any such violation. In the event of Employee’s Helton's actual or threatened breach or violation of the covenants contained coxxxxxxx in Paragraph 5(a5 (a) or 5(b), the Bank and the Company, as applicable, shall be entitled to bring a civil action seeking an injunction restraining Employee Helton from violating or continuing to violate those covenants or from any frox xxx threatened violation thereof, or for any other legal or equitable relief relating to the breach or violation of such covenant. Employee Helton agrees that, if the Bank or the Company institutes any action or proceeding against Employee axxxxxx Helton seeking to enforce any of such covenants or to recover other relief rxxxxx relating to an actual or threatened breach or violation of any of such covenants, Employee Helton shall be deemed to have waived the claim or defense that the Bank or the Company, as applicable, has Bxxx xxs an adequate remedy at law and shall not urge in any such action or proceeding the claim or defense that such a remedy at law exists. However, the exercise by the Bank or the Company of any such right, remedy, power or privilege shall not preclude the Bank or the Company or their respective its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to them it for any such breach or violation, whether at law or in equity, including the recovery of damages, all of which shall be cumulative and in addition to all other rights, remedies, powers or privileges of the Bank and the CompanyBank. Notwithstanding anything contained herein to the contrary, Employee Helton agrees that the provisions of Paragraph 5(a) and 5(b) above and the remedies remxxxxx provided in this Paragraph 5(c5(b) for a breach by Employee Helton shall be in addition to to, and shall not be deemed to supersede or to xx xx otherwise restrict, limit or impair the rights of the Bank or the Company under the Trade Secrets Protection Act contained in Article 24, Chapter 66 of the North Carolina General Statutes, or any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or misappropriation of trade secrets or other proprietary or confidential information.