Common use of Termination by Executive for Good Reason After a Change in Control Clause in Contracts

Termination by Executive for Good Reason After a Change in Control. Executive may terminate the Employment during the term of this Agreement for "Good Reason" after the occurrence of a Change in Control if: (A) Executive is removed from -4- any of his principal positions; or (B) the status, authority or responsibility of Executive's principal positions is materially diminished; or (C) Executive's bonus opportunity is materially reduced; or (D) the overall value to Executive of the fringe benefit programs in which he participates (other than Equity Plans) is materially reduced from the overall value of the fringe benefit programs applicable to Executive immediately before the Change in Control; or (E) any requirement of the Corporation that Executive be based anywhere other than in Branch or contiguous counties or any substantial increase in the business travel required of Executive; or (F) any material breach by the Corporation or the Bank or any successor of its obligations to Executive under this Agreement.

Termination by Executive for Good Reason After a Change in Control. Executive may terminate the Employment during the term of this Agreement for "Good Reason" after the occurrence of a Change in Control if: (A) Executive is removed from -4- any of his principal positionsposition; or (B) the status, authority or responsibility of Executive's principal positions position is materially diminished; or (C) Executive's bonus opportunity is materially reduced; or (D) the overall value to Executive of the fringe benefit programs in which he participates (other than Equity Plans) is materially reduced from the overall value of the fringe benefit programs applicable to Executive immediately before the Change in Control; or (E) any requirement of the Corporation that Executive be based anywhere other than in Branch St. Xxxxxx or contiguous counties or any substantial increase in the business travel required of Executive; or (F) any material breach by the Corporation or the Bank or any successor of its obligations to Executive under this Agreement.