Common use of Without Cause or With Good Reason Clause in Contracts

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank shall have thirty (30) days to cure the “Good Reason” condition, but the Bank may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his base salary in effect as of his termination date for the remaining Term of the Agreement, with such amount paid in one lump sum within thirty (30) calendar days of his termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank during the same period. If the Bank cannot provide such coverage or participation because Executive is no longer an employee, the Bank will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank Company shall have thirty (30) days to cure the “Good Reason” condition, but the Bank Company may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank Company shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his base salary in effect as of his termination date for the remaining Term of the Agreement, with such amount paid in one lump sum within thirty (30) calendar days of his termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank Company that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank Company during the same period. If the Bank Company cannot provide such coverage or participation because Executive is no longer an employee, the Bank Company will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his her employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his her employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank Company shall have thirty (30) days to cure the “Good Reason” condition, but the Bank Company may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank Company shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his her base salary in effect as of his her termination date for a period of the remaining Term of the Agreement, but in no event for less than twelve (12) months, (“Severance Period’) with such amount paid in one lump sum within thirty (30) calendar days of his her termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank Company that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement for such Severance Period (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank Company during the same period. If the Bank Company cannot provide such coverage or participation because Executive is no longer an employee, the Bank Company will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his her employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his her employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank shall have thirty (30) days to cure the “Good Reason” condition, but the Bank may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his her base salary in effect as of his her termination date for a period of (12) twelve months, without regard to the remaining Term of the Agreement, with such amount paid in one lump sum within thirty (30) calendar days of his her termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement for such twelve (12) month period (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank during the same period. If the Bank cannot provide such coverage or participation because Executive is no longer an employee, the Bank will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his her employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his her employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank shall have thirty (30) days to cure the “Good Reason” condition, but the Bank may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his her base salary in effect as of his her termination date for a period of the remaining Term of the Agreement, but in no event for less than twelve (12) months, (“Severance Period”) with such amount paid in one lump sum within thirty (30) calendar days of his her termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement Severance Period (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank during the same period. If the Bank cannot provide such coverage or participation because Executive is no longer an employee, the Bank will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.

Without Cause or With Good Reason. (i) In addition to termination pursuant to Sections 10(a) through 10(e), the Board may, by written notice to Executive, immediately terminate his her employment at any time for a reason other than Cause (a termination “Without Cause”). Further, the Executive may, by written notice to the Board given at any time within ninety (90) days following an event constituting “Good Reason,” as defined below immediately terminate his her employment effective following thirty (30) days after such notice is given (a termination “With Good Reason”); provided, however, that the Bank Company shall have thirty (30) days to cure the “Good Reason” condition, but the Bank Company may waive its right to cure. Notwithstanding the foregoing, if such condition constituting Good Reason is remedied within such thirty (30) day period, the Bank Company shall not be required to pay the amount due to the Executive as a result of such termination With Good Reason and such termination With Good Reason shall not be effective. Subject to Section 11 of this Agreement, in the event of termination under this Section 10(f), Executive will receive his her base salary in effect as of his her termination date for a period of twelve (12) months, without regard to the remaining Term of the Agreement, with such amount paid in one lump sum within thirty (30) calendar days of his her termination date. Executive will also continue to participate in any compensation and benefit plans of the Bank Company that provide medical, dental and life insurance coverage, and payment equal to the additional cash bonus and retirement benefits that would have been earned by the Executive during the remaining Term of the Agreement for such twelve month period (or the date of death, if earlier), under terms and conditions no less favorable than the most favorable terms and conditions provided to senior executives of the Bank Company during the same period. If the Bank Company cannot provide such coverage or participation because Executive is no longer an employee, the Bank Company will provide Executive with comparable coverage on an individual policy basis or the cash equivalent.