Common use of Termination of Employment Following a Change of Control Clause in Contracts

Termination of Employment Following a Change of Control. Following a Change in Control (as defined in Section 3 below) while employed by the Bank, the Executive shall be entitled to the benefits provided herein upon the termination of his employment with the Bank (or its parent or subsidiaries) within the two year period after the Change in Control which occurs during the term of this Agreement, provided that such termination is (a) other than for Cause or (b) by the Executive of Good Reason (as defined in Section 7 below). The Executive shall not be entitled to the benefits of this Agreement if the Executive’s employment terminates pursuant to normal retirement, by reason of death or total and permanent disability or pursuant to Section 8b hereof. For the purposes of this Agreement, “total and permanent disability” means a condition which prevents the Executive form performing to a significant degree the essential duties of his position and is expected to be of long-term duration or result in death. A determination of total and permanent disability must be based on competent medical evidence.

Termination of Employment Following a Change of Control. Following a Change in Control (as defined in Section 3 below) while employed by the Bank, the Executive shall be entitled to the benefits provided herein upon the termination of his employment with the Bank (or its parent or subsidiaries) within the two year period after the Change in Control which occurs during the term of this Agreement, provided that such termination is (a) other than for Cause or (b) by the Executive of Good Reason (as defined in Section 7 below). The Executive shall not be entitled to the benefits of this Agreement if the Executive’s employment terminates pursuant to normal retirement, by reason of death or total and permanent disability or pursuant to Section 8b hereof. For the purposes of this Agreement, “total and permanent disability” means a condition which prevents the Executive form performing to a significant degree the essential duties of his position and is expected to be of long-term duration or result in death. A determination of total and permanent disability must be based on competent medical evidence.