Common use of Remedies for Breach Clause in Contracts

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (i) The Executive acknowledges If the Employee 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 Company’s obligations 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 threatened breach will cause irreparable injury to the Company and its Subsidiaries and that money damages will not provide an adequate remedy to the payments Company and benefits set forth in this Agreement its Subsidiaries. Such injunction shall be and are expressly conditioned upon available without the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches posting of any of such obligations bond or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breachother security, and the Executive Employee 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 obligated in addition to, and not in lieu of, monetary damages and any other remedies to return to which the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breachits Subsidiaries may be entitled. In additionFurther, it is recognized that damages in the event of an alleged breach or violation by the Employee of any of the Executive’s obligations and covenants (including without limitation provisions of Sections 4.4 or 4.5 hereof, the confidentialityNon-Solicitation Period and\or the Non-Competition Period, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it case may havebe, shall have the right to an injunction be tolled until such breach or other equitable relief in any court of competent jurisdiction, enjoining any such breachviolation has been cured. The existence parties agree that in the event of the express rights to cease or recover payment and the value institution of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies action at law or in equity which it may have. (ii) It is recognized that damages in by either party to enforce the event of breach of the foregoing provisions of this Section 8 by Article IV, the Executive would 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 difficultinvalid or unenforceable, if the same shall not impossibleaffect the remainder of such covenant or any other covenants, which shall be given full effect, without regard to ascertainthe invalid portions, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it may have, court having jurisdiction shall have the right power to an injunction or other equitable relief modify such covenant to the least extent necessary to render it enforceable and, in any court of competent jurisdictionits modified form, enjoining any such breach. The existence of this right said covenant shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may havethen be enforceable.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in 5(b) of this Agreement shall will be deemed a material breach of this Agreement and are expressly conditioned upon will cause irreparable injury to the Executive’s fulfilling Bank, and that it would be difficult to ascertain the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches covenants contained in Paragraph 5(a) or 5(b), the Bank 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and without limiting 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 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that 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’s obligations , and that it would be difficult to provide ascertain the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches 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 obligations covenants or covenants 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’s obligation . Notwithstanding anything contained herein to provide the payments contrary, Employee agrees that the provisions of Paragraph 5(a) and benefits set forth 5(b) above and the remedies provided in this Agreement shall cease effective as of and from the date of such breach, and the Executive Paragraph 5(c) for a breach by Employee shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease proprietary or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveconfidential information. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by his/her of the covenants contained in Paragraph 5(a) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in 5(b) of this Agreement shall will be deemed a material breach of this Agreement and are expressly conditioned upon will cause irreparable injury to the Executive’s fulfilling Bank, and that it would be difficult to ascertain the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches covenants contained in Paragraph 5(a) or 5(b), the Bank 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and without limiting 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 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits restrictive covenants set forth in this Agreement Sec. 4 shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants construed as agreements independent of any other provision in this Section 8 (including without limitation Agreement, and the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event existence of any claim or cause of action of the Executive breaches 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 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 obligations breach or covenants threatened breach will cause irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company, . Any such injunction shall be available without the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as posting of and from the date of such breachany bond or other security, and the Executive hereby consents to the issuance of such injunction. The Executive further agrees that any such injunctive relief obtained by the Company shall be obligated in addition to, and not in lieu of, monetary damages and any other remedies to return to which the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breachmay be entitled. In additionFurther, it is recognized that damages in the event of an alleged breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 violation by the Executive would of any of the provisions of Sections 4(c), 4(d) or 4(e) hereof, the Restrictive Period shall be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy tolled until such breach or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveviolation has been cured.

Remedies for Breach. (i) The Executive Employee understands and acknowledges that a breach or violation by him of any of the Company’s obligations to provide the payments covenants contained in Paragraphs 7(b) and benefits set forth in 7(c) shall be deemed a material breach of this Agreement shall be and are expressly conditioned upon will cause substantial, immediate and irreparable injury to the Executive’s fulfilling Bank, and that the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinBank 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 Executive breaches covenants contained in either such Paragraph, the Bank shall be entitled to bring a civil action seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraphs 7(b) and without limiting 7(c) above and the remedies provided in this Paragraph 7(e) 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 under any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse or right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. Without limiting the remedies available to the Company, you acknowledge that a breach of any of the covenants contained in this Section 8 may result in irreparable injury to the Company for which there is no adequate remedy at law, that it shall not be possible to measure damages for such injuries precisely and that, in the event of such a breach or threat thereof, the Company may, in addition to pursuing any other remedies it may have in law or in equity, (i) The Executive acknowledges that cancel the unvested portion of the Performance Unit as of the date of such breach or threat thereof; (ii) require you to pay to the Company’s obligations , in cash, the gross amount already realized from the vesting of the Performance Unit during the 12 month period prior to provide such breach or threat thereof to the extent permitted by law, regulation or listing requirement, or by any Company policy; (ii) cease making any payments with respect to the Performance Unit that are otherwise required under this Agreement; and benefits set forth in (iv) if the breach or threat thereof occurred after the Performance Unit has been deferred to the Company Employee Deferred Compensation Plan and prior to the deferred payment date, forfeit the deferred portion of the Performance Unit and this Agreement Award shall be deemed terminated as of the date on which the breach or threat thereof occurred. By accepting this Performance Unit, you consent to and are expressly conditioned upon authorize the Executive’s fulfilling Company to deduct from any amounts payable by the aforesaid obligations and Company to you, any amount you owe to the Company under this Section 8.5. The Company shall also be entitled to seek a temporary restraining order or a preliminary or permanent injunction restraining you from engaging in activities prohibited by this Section 8 or such other relief as may be required to specifically enforce any of the covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have8. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (i) The Executive Employee understands and acknowledges that a breach or violation by him of any of the Company’s obligations to provide the payments covenants contained in Paragraphs 7(b) and benefits set forth in 7(c) shall be deemed a material breach of this Agreement shall be and are expressly conditioned upon will cause substantial, immediate, and irreparable injury to the Executive’s fulfilling Bank, and that the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinBank 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 Executive breaches covenants contained in either such Paragraph, the Bank shall be entitled to bring a civil action seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power, or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power, or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers, or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraphs 7(b) and without limiting 7(c) above and the remedies provided in this Paragraph 7(e) 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 under any other state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, misuse, or right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in this Agreement Agreement, other than the Change in Control Benefit set forth in Section 4, shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 10 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, and non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement Section 5 shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement (other than the Change in Control Benefit set forth in Section 4) on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, and non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement Agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 10 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (i) The Executive Employee understands and acknowledges that a breach or violation by him of any of the Company’s obligations to provide the payments and benefits set forth covenants contained in this Agreement Paragraph 7 shall be deemed a material breach of this Agreement and are expressly conditioned upon will cause substantial, immediate, and irreparable injury to the Executive’s fulfilling Bank, and that the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinBank 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 Executive breaches covenants contained in this Paragraph, the Bank shall be entitled to bring a civil action seeking, and shall be entitled to, an injunction restraining Employee from violating or continuing to violate 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power, or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power, or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (iishall be cumulative and in addition to all other rights, remedies, powers, or privileges of the Bank. Employee further understands and acknowledges that the Bank’s obligation, if any, for continued payments of Base Salary under Paragraph 6(b) It or 6(e) above is recognized that damages 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 foregoing 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 Section 8 Paragraph 7 and the remedies provided in this Paragraph 7(g) for a breach by the Executive would Employee shall be difficult, if not impossible, to ascertainin addition to, and it is therefore specifically agreed that shall not be deemed to supersede or to otherwise restrict, limit, or impair the Companyrights of the Bank under any state or federal law or regulation dealing with or providing a remedy for the wrongful disclosure, in addition to and without limiting any other remedy misuse, or right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (ia) The Executive Participant acknowledges and agrees that the agreements and covenants set forth in Section 9 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Participant breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Participant’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Participant accordingly agrees that, in addition the event of any actual or threatened breach by the Participant of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 10 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Participant’s breach of any of the foregoing provisions covenants set forth in Section 9, (i) the Performance Share Units (whether vested or unvested) shall immediately be forfeited and (ii) the Company shall be entitled to recover any Shares acquired upon the vesting of this Section 8 by the Executive would be difficult, if not impossible, to ascertainPerformance Share Units, and it is therefore specifically agreed that if the CompanyParticipant has previously sold any of the Shares derived from the Performance Share Units, in addition to and without limiting any other remedy or right it may have, the Company shall also have the right to recover from the Participant the economic value thereof. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an injunction or other equitable adequate remedy for any breach of the provisions of this Agreement and that the Company will be entitled to specific performance and injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (ia) The Executive acknowledges that the Company’s obligations Company will have no adequate means of protecting its rights under Sections 8 and 9 other than by securing an injunction. Accordingly, Executive agrees that the Company is entitled to provide the payments and benefits set forth in enforce this Agreement shall be by obtaining a preliminary and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations permanent injunction and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it may have, shall have the right to an injunction or other appropriate equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence Executive acknowledges that the Company’s recovery of the express rights damages will not be an adequate means to cease or recover payment and the value redress a breach of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief Agreement. Nothing contained in this Section 10 shall not preclude prohibit the Company from pursuing obtaining any other rights and appropriate remedies at law or in equity which it may haveaddition to injunctive relief, including recovery of damages. (iib) It is recognized In addition, Executive agrees that damages in the event if a court of breach competent jurisdiction determines that Executive has willfully and materially breached any of the foregoing provisions of this covenants set forth in Section 8 by the Executive would be difficult, if not impossible, to ascertain9, and it is therefore specifically agreed that if such material breach does not cease within 30 days following Executive’s receipt of written notice from the Company, the Company or any of its affiliates shall be entitled to set off its damages against any amount owed by the Company or any of its affiliates (or successor thereof) to Executive and cease payment of the compensation and benefits contemplated by Section 6 to the extent not previously paid or provided. In addition, pending the resolution of such a controversy, the Company, the Bank or any of their affiliates (or successor thereof) shall be permitted to cease payment of the compensation and benefits contemplated by Section 6 to the extent not previously paid or provided. This Section 10(b) shall in addition to and without limiting no way limit the Company’s or any other remedy or right it may have, shall have the of its affiliate’s right to an injunction simultaneously seek and obtain injunctive relief as set forth in Section 10(a). (c) If a court determines that this Agreement or any covenant contained herein is unreasonable, void or unenforceable, for any reason whatsoever, then in such event the parties hereto agree that the duration, geographic or other equitable relief in any limitation imposed herein should be such as the court determines to be fair and reasonable, it being the intent of competent jurisdiction, enjoining any such breach. The existence each of this right shall not preclude the parties hereto to be subject to an agreement that is necessary for the protection of the legitimate interest of the Company from pursuing and/or any other affiliate and its successors or assigns and that is not unduly harsh in curtailing the legitimate rights of Executive. If the court declines to define less broad permissible restrictions, the parties agree to submit to binding arbitration the permissible scope of reasonable restrictions, pursuant to the Federal Arbitration Act and/or South Carolina Uniform Arbitration Act, and remedies at law or in equity which it may haveagree that such arbitration result shall be incorporated into this Agreement and that this Agreement will be amended accordingly.

Remedies for Breach. (ia) The Executive acknowledges that the Company’s obligations Company will have no adequate means of protecting its rights under Sections 8 and 9 other than by securing an injunction. Accordingly, Executive agrees that the Company is entitled to provide the payments and benefits set forth in enforce this Agreement shall be by obtaining a preliminary and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations permanent injunction and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it may have, shall have the right to an injunction or other appropriate equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence Executive acknowledges that the Company’s recovery of the express rights damages will not be an adequate means to cease or recover payment and the value redress a breach of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief Agreement. Nothing contained in this Section 10 shall not preclude prohibit the Company from pursuing obtaining any other rights and appropriate remedies at law or in equity which it may haveaddition to injunctive relief, including recovery of damages. (iib) It is recognized In addition, Executive agrees that damages in the event if a court of breach competent jurisdiction determines that Executive has willfully and materially breached any of the foregoing provisions of this covenants set forth in Section 8 by the Executive would be difficult, if not impossible, to ascertain9, and it is therefore specifically agreed that if such material breach does not cease within 30 days following Executive’s receipt of written notice from the Company, the Bank or any of their affiliates shall be entitled to set off its damages against any amount owed by the Company, the Bank or any of their affiliates (or successor thereof) to Executive and cease payment of the compensation and benefits contemplated by Section 6 to the extent not previously paid or provided. In addition, pending the resolution of such a controversy, the Company, the Bank or any of their affiliates (or successor thereof) shall be permitted to cease payment of the compensation and benefits contemplated by Section 6 to the extent not previously paid or provided. This Section 10(b) shall in addition to and without limiting any other remedy or right it may have, shall have no way limit the Company’s right to an injunction simultaneously seek and obtain injunctive relief as set forth in Section 10(a). (c) If a court determines that this Agreement or any covenant contained herein is unreasonable, void or unenforceable, for any reason whatsoever, then in such event the parties hereto agree that the duration, geographic or other equitable relief limitation imposed herein should be such as the court determines to be fair and reasonable, it being the intent of each of the parties hereto be subject to an agreement that is necessary for the protection of the legitimate interest of the Company, the Bank or any of their affiliates, successors or assigns and that is not unduly harsh in any curtailing the legitimate rights of Executive. If the court declines to define less broad permissible restrictions, the parties agree to submit to binding arbitration the permissible scope of competent jurisdictionreasonable restrictions, enjoining any pursuant to the Federal Arbitration Act and/or South Carolina Uniform Arbitration Act, and agree that such breach. The existence of arbitration result shall be incorporated into this right shall not preclude the Company from pursuing any other rights Agreement and remedies at law or in equity which it may havethat this Agreement will be amended accordingly.

Remedies for Breach. (ia) The Executive Participant acknowledges and agrees that the agreements and covenants set forth in Section 6 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Participant breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Participant’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Participant accordingly agrees that, in addition the event of any actual or threatened breach by the Participant of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 7 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Participant’s breach of any of the foregoing provisions covenants set forth in Section 6, (i) the shares of this Section 8 by Restricted Stock (whether vested or unvested) shall immediately be forfeited and (ii) the Executive would Company shall be difficult, if not impossible, entitled to ascertainrecover any Shares acquired upon the vesting of the Restricted Stock, and it is therefore specifically agreed that if the CompanyParticipant has previously sold any of the Shares derived from the vesting of the Restricted Stock, in addition to and without limiting any other remedy or right it may have, the Company shall also have the right to recover from the Participant the economic value thereof. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an injunction or other equitable adequate remedy for any breach of the provisions of this Agreement and that the Company will be entitled to specific performance and injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (ia) The Executive Participant acknowledges and agrees that the agreements and covenants set forth in Section 12 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Participant breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Participant’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Participant accordingly agrees that, in addition the event of any actual or threatened breach by the Participant of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 13 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Participant’s breach of any of the covenants set forth in Section 12, (i) the SARs (whether vested or unvested) shall immediately be forfeited, and (ii) the Company shall be entitled to recover the amount received upon the exercise of the SARs. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an adequate remedy for any breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, Agreement and it is therefore specifically agreed that the Company, in addition Company will be entitled to specific performance and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (i) The Executive acknowledges If the Employee 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 Company’s obligations 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 threatened breach will cause irreparable injury to the Company and its Subsidiaries and that money damages will not provide an adequate remedy to the payments Company and benefits set forth in this Agreement its Subsidiaries. Such injunction shall be and are expressly conditioned upon available without the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches posting of any of such obligations bond or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breachother security, and the Executive Employee 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 obligated in addition to, and not in lieu of, monetary damages and any other remedies to return to which the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breachits Subsidiaries may be entitled. In additionFurther, it is recognized that damages in the event of an alleged breach or violation by the Employee of any of the Executive’s obligations and covenants (including without limitation provisions of Sections 4.4 or 4.5 hereof, the confidentialityNon-Solicitation Period and/or the Non-Competition Period, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it case may havebe, shall have the right to an injunction be tolled until such breach or other equitable relief in any court of competent jurisdiction, enjoining any such breachviolation has been cured. The existence parties agree that in the event of the express rights to cease or recover payment and the value institution of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies action at law or in equity which it may have. (ii) It is recognized that damages in by either party to enforce the event of breach of the foregoing provisions of this Section 8 by Article IV, the Executive would 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 difficultinvalid or unenforceable, if the same shall not impossibleaffect the remainder of such covenant or any other covenants, which shall be given full effect, without regard to ascertainthe invalid portions, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it may have, court having jurisdiction shall have the right power to an injunction or other equitable relief modify such covenant to the least extent necessary to render it enforceable and, in any court of competent jurisdictionits modified form, enjoining any such breach. The existence of this right said covenant shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may havethen be enforceable.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by her of the covenants contained in Paragraph 5(a) The Executive acknowledges that 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’s obligations , and that it would be difficult to provide ascertain the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches 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 obligations covenants or covenants 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’s obligation . Notwithstanding anything contained herein to provide the payments contrary, Employee agrees that the provisions of Paragraph 5(a) and benefits set forth 5(b) above and the remedies provided in this Agreement shall cease effective as of and from the date of such breach, and the Executive Paragraph 5(c) for a breach by Employee shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease proprietary or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveconfidential information. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits restrictive covenants set forth in this Agreement Article 4 shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants construed as agreements independent of any other provision in this Section 8 (including without limitation Agreement, and the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event existence of any claim or cause of action of the Executive breaches 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 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 obligations breach or covenants threatened breach will cause irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company. Any such injunction shall be available without the posting of any bond or other security, and Executive hereby consents to the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date issuance of such breachinjunction. Executive further agrees that any such injunctive relief obtained by the Company shall be in addition to, and the Executive shall be obligated not in lieu of, monetary damages and any other remedies to return to which the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breachmay be entitled. In additionFurther, it is recognized that damages in the event of an alleged breach or violation by Executive of any of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by Sections 4(c), 4(d) or 4(e) hereof, the Executive would Restrictive Period shall be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy tolled until such breach or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveviolation has been cured.

Remedies for Breach. (ia) The Executive Participant acknowledges and agrees that the agreements and covenants set forth in Section 9 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Participant breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Participant’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Participant accordingly agrees that, in addition the event of any actual or threatened breach by the Participant of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 10 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Participant’s breach of any of the foregoing provisions covenants set forth in Section 9, (i) the Performance Share Units (whether vested or unvested) shall immediately be forfeited, (ii) the Company shall be entitled to recover any Shares acquired upon the vesting of this Section 8 by the Executive would be difficult, if not impossible, to ascertainPerformance Share Units, and it is therefore specifically agreed that (iii) if the CompanyParticipant has previously sold any of the Shares derived from the Performance Share Units, in addition to and without limiting any other remedy or right it may have, the Company shall also have the right to recover from the Participant the economic value thereof. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an injunction or other equitable adequate remedy for any breach of the provisions of this Agreement and that the Company will be entitled to specific performance and injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that 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’s obligations , and that it would be difficult to provide ascertain the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches 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 obligations covenants or covenants 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’s obligation . Notwithstanding anything contained herein to provide the payments contrary, Employee agrees that the provisions of Paragraph 5(a) and benefits set forth 5(b) above and the remedies provided in this Agreement shall cease effective as of and from the date of such breach, and the Executive Paragraph 5(c) for a breach by Employee shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting 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 right it may havemisappropriation 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 have not be held criminally or civilly liable under any federal or state trade secret law for the right 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 injunction attorney, and solely for the purpose of reporting or other equitable relief in any court investigating a suspected violation of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease law; or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficulta complaint or other document filed in a lawsuit or other proceeding, if not impossible, to ascertain, and it such filing is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may havemade under seal.

Remedies for Breach. (i) The Executive acknowledges that i. Because the Participant’s services are unique and because the Participant has access to the Company’s Confidential Information, the parties agree that any breach or threatened breach of any of the terms of this Section 1 will cause irreparable harm to the Company and that money damages alone would be an inadequate remedy. The parties therefore agree that, in the event of any breach or threatened breach of this Section 1, and in addition to all other rights and remedies available to it, the Company may apply to any court of competent jurisdiction for specific performance and/or injunctive or other relief, without a bond, in order to enforce or prevent any violations of the provisions of this Section 1. ii. In the event that the Company determines, in its sole discretion, that Participant has breached any of the terms of this Section 1 prior to a Change in Control, Participant will forfeit the right to any of the benefits to be made available pursuant to Section V of the Plan, and Company or an Affiliate shall be entitled to (x) recover the full value of any of the benefits already paid or made available to Participant within 10 days after such breach; and (y) not pay or make available to Participant benefits under the Plan that have not yet been paid or made available. iii. The rights and remedies set forth above shall be cumulative and in addition to any other rights or remedies to which the Company and its Affiliates may be entitled under any agreement or under the law. iv. Nothing in this Agreement, or any other agreement between the Participant and the Company or any of its Affiliates, or otherwise, limits the Participant’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the U.S. Securities and Exchange Commission (the “SEC”) or any other federal, state, local or foreign governmental agency or commission (“Government Agency”) regarding possible legal violations, without disclosure to the Company. The Company may not retaliate against the Participant for any of these activities, and nothing in this Agreement requires the Participant to waive any monetary award or other payment that the Participant might become entitled to from the SEC or any other Government Agency. Further, nothing in this Agreement precludes the Participant from filing a charge of discrimination with the U.S. Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. In addition, notwithstanding Participant’s confidentiality obligations to provide the payments and benefits set forth in this Agreement shall or in the Plan, Participant understands that, pursuant to the U.S. Defend Trade Secrets Act of 2016, Participant will not be and are expressly conditioned upon held criminally or civilly liable under any U.S. federal or state trade secret law for the Executive’s fulfilling the aforesaid obligations and covenants disclosure of a trade secret that: (i) is made (A) in this Section 8 (including without limitation the confidentialityconfidence to a federal, state, local or non-solicitationU.S. government official, non-interferenceeither directly or indirectly, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or right it may have, shall have the right to an injunction attorney; and (B) solely for the purpose of reporting or other equitable relief in any court investigating a suspected violation of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease law; or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Participant also understands that damages if Participant files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Participant may disclose the trade secret to Participant’s attorney and use the trade secret information in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficultcourt proceeding, if Participant (x) files any document containing the trade secret under seal; and (y) does not impossibledisclose the trade secret, except pursuant to ascertaincourt order. Participant understands that if a disclosure of trade secrets was not done in good faith pursuant to the above, then Participant may be subject to liability, including, without limitation, punitive damages and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveattorneys’ fees.

Remedies for Breach. (i) The Company and the Executive agree that the restrictive covenants contained in this Agreement are severable and separate, and the unenforceability of any specific covenant herein shall not affect the validity of any other covenant set forth herein. The Executive acknowledges and agrees that the Company’s obligations to provide the payments covenants and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in provisions of this Section 8 (including without limitation 7 are material and essential terms and conditions and the confidentialityCompany will suffer irreparable harm as a result of any breach of such restrictive covenants, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches or any of such obligations or covenants to the Companythem, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant for which an adequate monetary remedy does not exist and a remedy at law may prove to this Agreement on or after the date of such breachbe inadequate. In additionAccordingly, it is recognized that damages in the event of any actual or threatened breach by the Executive of any provision of this Agreement, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany shall, in addition to and without limiting any other remedy or right it may haveremedies permitted by law, shall have the right be entitled to an seek remedies in equity, including, but not limited to, specific performance, injunctive relief, a temporary restraining order, and/or a preliminary and/or permanent injunction or other equitable relief in any court of competent jurisdiction, enjoining to prevent or otherwise restrain a breach of this Section 7 without the necessity of proving damages, posting a bond or other security, and to recover any such breachand all costs and expenses, including reasonable counsel fees, incurred in enforcing this Agreement against the Executive. Such relief shall be in addition to and not in substitution of any other remedies available to the Company. The existence of any claim or cause of action of the express rights to cease Executive against the Company or recover payment and the value any of benefits otherwise provided pursuant to its subsidiaries, whether predicated on this agreement and to obtain an injunction Agreement or other equitable relief otherwise, shall not preclude constitute a defense to the enforcement by the Company from pursuing of said covenants. The Executive shall not defend on the basis that there is an adequate remedy at law. In addition to and not in lieu of any other rights and remedies at law remedy that the Company may have under this Section 7 or in equity which it may have. (ii) It is recognized that damages otherwise, in the event of any breach of the foregoing provisions any provision of this Section 8 by 7 during the period during which the Executive would is entitled to receive payments and benefits pursuant to Section 6, then notwithstanding anything herein to the contrary, as of the date of such breach, the Executive shall not thereafter be difficult, if not impossible, entitled to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting receive any other remedy or right it may have, shall have the right to an injunction salary or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of payments or benefits under this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in 5(b) of this Agreement shall will be deemed a material breach of this Agreement and are expressly conditioned upon will cause irreparable injury to the Executive’s fulfilling Bank, and that it would be difficult to ascertain the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches covenants contained in Paragraph 5(a) or 5(b), the Bank 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 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 of any such right, remedy, power or privilege shall not preclude the Bank or its successors or assigns from pursuing any other remedy or exercising any other right, power or privilege available to 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. Notwithstanding anything contained herein to the Companycontrary, Employee agrees that the Company’s obligation to provide provisions of Paragraph 5(a) and 5(b) above and the payments and benefits set forth remedies provided in this Agreement shall cease effective as of and from the date of such breach, and the Executive Paragraph 5(c) for a breach by Employee shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting shall not be deemed to supersede or to otherwise restrict, limit or impair the rights of the 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease proprietary or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveconfidential information. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (ia) The Executive Option Holder acknowledges and agrees that the agreements and covenants set forth in Section 10 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Option Holder breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Option Holder’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Option Holder accordingly agrees that, in addition the event of any actual or threatened breach by the Option Holder of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 11 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Option Holder’s breach of any of the foregoing provisions covenants set forth in Section 10, (i) the Option (whether vested or unvested) shall immediately be forfeited and (ii) the Company shall be entitled to recover any Shares acquired upon the exercise of this Section 8 by the Executive would be difficult, if not impossible, to ascertainOption, and it is therefore specifically agreed that if the CompanyOption Holder has previously sold any of the Shares derived from the Option, in addition to and without limiting any other remedy or right it may have, the Company shall also have the right to recover from the Option Holder the economic value thereof. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an injunction or other equitable adequate remedy for any breach of the provisions of this Agreement and that the Company will be entitled to specific performance and injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in of this Agreement shall will be deemed a material breach of this Agreement and are expressly conditioned upon will cause irreparable injury to the Executive’s fulfilling Bank, and that it would be difficult to ascertain the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee's actual or threatened breach or violation of the Executive breaches covenants contained in Paragraph 5(a), the Bank 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) above and without limiting the remedies provided in this Paragraph 5(b) 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 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (iEmployee understands and agrees that a breach or violation by him of the covenants contained in Paragraph 5(a) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in 5(b) of this Agreement shall will be deemed a material breach of this Agreement and are expressly conditioned upon will cause irreparable injury to the Executive’s fulfilling Bank, and that it would be difficult to ascertain the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided hereinamount of monetary damages that would result from any such violation. In the event of Employee’s actual or threatened breach or violation of the Executive breaches covenants contained in Paragraph 5 (a) or 5(b), the Bank 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 institutes any action or proceeding against Employee seeking to enforce any of such obligations covenants or covenants 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 Companyclaim or defense that the 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 Company’s obligation to provide exercise by the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value Bank of any benefits received by such right, remedy, power or privilege shall not preclude the Executive pursuant to this Agreement on Bank or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting its successors or assigns from pursuing any other remedy or right exercising any other right, power or privilege available to it may have, shall have the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining for any such breach. The existence of the express rights to cease breach or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies violation, whether at law or in equity equity, including the recovery of damages, all of which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 by the Executive would shall be difficult, if not impossible, to ascertain, cumulative and it is therefore specifically agreed that the Company, in addition to all other rights, remedies, powers or privileges of the Bank. Notwithstanding anything contained herein to the contrary, Employee agrees that the provisions of Paragraph 5(a) and without limiting 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 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 right it may have, shall have the right to an injunction misappropriation of trade secrets or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law proprietary or in equity which it may haveconfidential information.

Remedies for Breach. (ia) The Executive Participant acknowledges and agrees that the agreements and covenants set forth in Section 6 are reasonable and necessary for the protection of the Company’s obligations business interests, that irreparable injury will result to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Company if the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive Participant breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as terms of and from the date of such breachsaid covenants, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of the Participant’s actual or threatened breach of any such covenants, the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the CompanyCompany will have no adequate remedy at law. The Participant accordingly agrees that, in addition the event of any actual or threatened breach by the Participant of any of said covenants, the Company will be entitled to seek immediate injunctive and other equitable relief, without bond and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief necessity of showing actual monetary damages. Nothing in any court of competent jurisdiction, enjoining any such breach. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude Section 7 will be construed as prohibiting the Company from pursuing any other rights and remedies at law available to it for such breach or in equity which threatened breach, including the recovery of any damages that it may haveis able to prove. (iib) It is recognized that damages In addition, and not in limitation of the foregoing, in the event of the Participant’s breach of any of the foregoing provisions covenants set forth in Section 6, (i) the Restricted Stock Units (whether vested or unvested) shall immediately be forfeited, (ii) the Company shall be entitled to recover any Shares acquired upon the vesting of this Section 8 by the Executive would be difficult, if not impossible, to ascertainRestricted Stock Units, and it is therefore specifically agreed that (iii) if the CompanyParticipant has previously sold any of the Shares derived from the vesting of the Restricted Stock Units, in addition to and without limiting any other remedy or right it may have, the Company shall also have the right to recover from the Participant the economic value thereof. (c) Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement, and to exercise all other rights existing in its favor. The Participant agrees and acknowledges that money damages will not be an injunction or other equitable adequate remedy for any breach of the provisions of this Agreement and that the Company will be entitled to specific performance and injunctive relief in order to enforce or prevent any court violations of competent jurisdiction, enjoining any such breach. The existence the provisions of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may haveAgreement.

Remedies for Breach. (i) The Executive acknowledges Notwithstanding the provisions of Section 16 of this Agreement, the parties agree that the Company’s obligations to provide Bank may seek and obtain injunctive relief in the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon Court of Common Pleas of York County, Pennsylvania, should the Executive’s fulfilling the aforesaid obligations and covenants in this Bank believe that Executive has breached any part of Section 8 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring of this Agreement. Executive recognizes and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized agrees that damages in the event of a breach by Executive of the Executive’s obligations and covenants Sections (including without limitation the confidentialitya), non-solicitation(b), non-interference(c) and/or (d), non-solicitationabove, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is Executive therefore specifically agreed that agrees that, if such breach occurs, the CompanyBank, in addition to and without limiting any other remedy or right it may have, shall have the right to an injunction or other equitable relief relief, in any court of competent jurisdiction, enjoining any such breach. The existence , and Executive hereby waives any and all defenses Executive may have on the grounds of lack of jurisdiction or competence of the express rights court to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain grant such an injunction or other equitable relief 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 the Company from pursuing any other rights and remedies at law or in equity which it the Bank may have. (ii) It is recognized that damages possess. Further, in the event that Executive breaches any provision of breach 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 reasonable attorneys’ fees and costs. In addition to the remedies set forth above, should Executive, following termination of employment with the Bank, solicit a customer or client of the foregoing provisions Bank prior to being enjoined from doing so, with the effect of this Section 8 the Bank losing said customer or client, Executive shall pay to the Bank the sum of five times the net profits (gross receipts minus direct expenses incurred by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed Bank) received from that customer or client for the Company, in average of the preceding 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 and without limiting all sums incurred in replacing that employee, including search fees and any other remedy or right it may have, shall have increase in salary required to be paid to the right to an injunction or other equitable relief in any court of competent jurisdiction, enjoining any such breach. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may havereplacement.

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 9 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, solicitation and non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, solicitation and non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement Agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 9 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.

Remedies for Breach. (i) The Executive acknowledges that the Company’s obligations to provide the payments and benefits set forth in this Agreement shall be and are expressly conditioned upon the Executive’s fulfilling the aforesaid obligations and covenants in this Section 8 9 (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein. In the event the Executive breaches any of such obligations or covenants to the Company, the Company’s obligation to provide the payments and benefits set forth in this Agreement shall cease effective as of and from the date of such breach, and the Executive shall be obligated to return to the Company any payments and the value of any benefits received by the Executive pursuant to this Agreement on or after the date of such breach. In addition, it is recognized that damages in the event of breach of the Executive’s obligations and covenants (including without limitation the confidentiality, non-solicitation, non-interference, non-solicitation, non-hiring and non-disparagement covenants) as provided herein would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of the express rights to cease or recover payment and the value of benefits otherwise provided pursuant to this agreement and to obtain an injunction or other equitable relief shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have. (ii) It is recognized that damages in the event of breach of the foregoing provisions of this Section 8 9 by the Executive would be difficult, if not impossible, to ascertain, and it is therefore specifically agreed that the Company, in addition to and without limiting any other remedy or 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. The existence of this right shall not preclude the Company from pursuing any other rights and remedies at law or in equity which it may have.