Termination Before Normal Benefit Age After Merger. Conversion, or a ---------------------------------------------------------------------- Change of Control After Conversion: If the Director is terminated ------------------------------------ within three years after the Institution is merged into another Institution, or undergoes a stock conversion, or after a stock conversion, there is a Change of Control as defined below and the Director is terminated for any reason other than discharge for cause or his base fee is reduced without his consent prior to Normal Benefit Age, the Director shall be entitled to complete payment of benefits under the applicable provision below:
(i) if the Director has reached an age which would permit an Early Benefit under Subparagraph IV (B), the Director will receive the benefit permitted under the Agreement for his attained age with no other conditions being applicable;
(ii) if the Director has reached an age which would not yet permit an early benefit under the terms above, the Director will receive a benefit equal to the minimum early benefit with no other requirements being applicable. Payments to be made as if the Director had attained earliest permitted benefit age.
(iii) For the purposes of this subsection, Change of Control shall mean any time ten percent (10%) or more of the voting stock of the Institution shall be transferred by any means other than by will or intestate and acquired by one party or parties acting in concert. This shall not apply to any transfer of stock to a trust for the benefit of the Institution's Directors.
