Common use of Without Just Cause; Constructive Discharge Clause in Contracts

Without Just Cause; Constructive Discharge. The President and Chief Executive Officer or the Boards of Directors of the Bank or the Company may, by written notice to the Executive, terminate the Executive’s at-will employment relationship at any time for any reason or no reason. Termination of employment of the Executive by one entity, whether by the Bank or the Company, shall also constitute simultaneous termination of employment by the other entity and all related subsidiaries and affiliates thereof. (1) Upon termination of Executive’s employment for any reasons other than Just Cause, by the President and Chief Executive Officer or the Boards of Directors of the Bank or the Company, the Executive shall be entitled to receive the following compensation and benefits: (i) a lump sum payment equal to his Base Salary then in effect that would be payable for a period of one year thereafter, plus (ii) payment of any unpaid stay bonus, as described in Section 4(ii). All amounts payable to the Executive in accordance with Section 10(d)(1)(i) and (ii) shall be paid in one lump sum within ten (10) days of such date of termination of employment. Notwithstanding anything herein to the contrary, in the event of the termination of employment of the Executive by the Bank or the Company for any reasons other than Just Cause during the Protected Period, severance benefits will be determined in accordance with Section 13 hereinafter plus any unpaid stay bonus amounts detailed at Section 10(d)(1)(ii) above. Notwithstanding the foregoing, in the event that the Bank or the Company shall terminate the employment of the Executive upon a determination by its Board of Directors that such termination of employment is as a result of Just Cause, then no such payments will be due and payable to the Executive in accordance with this Section 10(d)(1) or Section 13. (2) The Executive shall be entitled to receive the compensation and benefits payable under subsection 10(d)(1) hereof in the event that the Executive voluntarily terminates employment within 90 days of an event that constitutes Good Reason which remains uncured during the Cure Period by the Bank and/or the Company following such written notice furnished by the Executive (unless such Good Reason termination occurs during the Protected Period, in which event the payment provided for at Section 13(b) shall be made in lieu of the payment provided for at Section 10(d)(1)(i)).

Without Just Cause; Constructive Discharge. The President and Chief Executive Officer or the Boards of Directors of the Bank or the Company may, by written notice to the Executive, terminate the Executive’s at-will employment relationship at any time for any reason or no reason. Termination of employment of the Executive by one entity, whether by the Bank or the Company, shall also constitute simultaneous termination of employment by the other entity and all related subsidiaries and affiliates thereof. (1) Upon Except for termination of Executive’s employment by the Bank and the Company during the Protected Period or upon termination for any reasons other than Just Cause, in the event of the involuntary termination of employment of the Executive by the President and Chief Executive Officer or the Boards of Directors of the Bank or the Company, the Executive shall be entitled to receive the following compensation and benefits: (i) a lump sum payment equal to his the Base Salary then in effect that would be payable for a period of one year thereafter, plus thereafter (ii) payment of any unpaid stay bonus, as described in Section 4(iithe “Severance Period”). All amounts payable to the Executive in accordance with Section 10(d)(1)(i) and (ii10(d)(1) shall be paid in one lump sum within ten (10) days of such date of termination of employment. Notwithstanding anything herein to the contrary, in the event of the involuntary termination of employment of the Executive by the Bank or the Company for any reasons other than Just Cause during the Protected Period, severance benefits will be determined in accordance with Section 13 hereinafter plus any unpaid stay bonus amounts detailed at Section 10(d)(1)(ii) above12 hereinafter. Notwithstanding the foregoing, in the event that the Bank or the Company shall terminate the employment of the Executive upon a determination by its Board of Directors that such termination of employment is as a result of Just Cause, then no such payments will be due and payable to the Executive in accordance with this Section 10(d)(1) or Section 1312. (2) The Executive shall be entitled to receive the compensation and benefits payable under subsection 10(d)(1) hereof (i) in the event that the Executive voluntarily terminates employment within 90 days of an event that constitutes Good Reason which remains uncured during the Cure Period by the Bank and/or the Company following such written notice furnished by the Executive (unless such Good Reason voluntary termination occurs during the Protected Period, in which event the payment benefits and compensation provided for at in Section 13(b) 12 shall be made in lieu of the payment provided for at Section 10(d)(1)(i)apply).

Without Just Cause; Constructive Discharge. The President and Chief Executive Officer or the Boards of Directors of the Bank or the Company may, by written notice to the Executive, terminate the Executive’s at-will employment relationship at any time for any reason or no reason. Termination of employment of the Executive by one entity, whether by the Bank or the Company, shall also constitute simultaneous termination of employment by the other entity and all related subsidiaries and affiliates thereof. (1) Upon termination of Executive’s employment for any reasons other than Just Cause, by the Chief Operating Officer, the President and Chief Executive Officer or the Boards of Directors of the Bank or the Company, the Executive shall be entitled to receive the following compensation and benefits: (i) a lump sum payment equal to his Base Salary then in effect that would be payable for a period of one year thereafter, plus (ii) payment of any unpaid stay bonus, as described in Section 4(ii). All amounts payable to the Executive in accordance with Section 10(d)(1)(i) and (ii) shall be paid in one lump sum within ten (10) days of such date of termination of employment. Notwithstanding anything herein to the contrary, in the event of the termination of employment of the Executive by the Bank or the Company for any reasons other than Just Cause during the Protected Period, severance benefits will be determined in accordance with Section 13 hereinafter plus any unpaid stay bonus amounts detailed at Section 10(d)(1)(ii) abovehereinafter. Notwithstanding the foregoing, in the event that the Bank or the Company shall terminate the employment of the Executive upon a determination by its Board of Directors that such termination of employment is as a result of Just Cause, then no such payments will be due and payable to the Executive in accordance with this Section 10(d)(1) or Section 13. (2) The Executive shall be entitled to receive the compensation and benefits payable under subsection 10(d)(1) hereof in the event that the Executive voluntarily terminates employment within 90 days of an event that constitutes Good Reason which remains uncured during the Cure Period by the Bank and/or the Company following such written notice furnished by the Executive (unless such Good Reason termination occurs during the Protected Period, in which event the payment provided for at Section 13(b) shall be made in lieu of the payment provided for at Section 10(d)(1)(i)).

Without Just Cause; Constructive Discharge. The President and Chief Executive Officer or the Boards of Directors of the Bank or the Company may, by written notice to the Executive, terminate the Executive’s at-will employment relationship at any time for any reason or no reason. Termination of employment of the Executive by one entity, whether by the Bank or the Company, shall also constitute simultaneous termination of employment by the other entity and all related subsidiaries and affiliates thereof. (1) Upon termination of Executive’s employment for any reasons other than Just Cause, by the Chief Lending Officer, the President and Chief Executive Officer or the Boards of Directors of the Bank or the Company, the Executive shall be entitled to receive the following compensation and benefits: (i) a lump sum payment equal to his Base Salary then in effect that would be payable for a period of one year thereafter, plus (ii) payment of any unpaid stay bonus, as described in Section 4(ii). All amounts payable to the Executive in accordance with Section 10(d)(1)(i) and (ii) shall be paid in one lump sum within ten (10) days of such date of termination of employment. Notwithstanding anything herein to the contrary, in the event of the termination of employment of the Executive by the Bank or the Company for any reasons other than Just Cause during the Protected Period, severance benefits will be determined in accordance with Section 13 hereinafter plus any unpaid stay bonus amounts detailed at Section 10(d)(1)(ii) abovehereinafter. Notwithstanding the foregoing, in the event that the Bank or the Company shall terminate the employment of the Executive upon a determination by its Board of Directors that such termination of employment is as a result of Just Cause, then no such payments will be due and payable to the Executive in accordance with this Section 10(d)(1) or Section 13. (2) The Executive shall be entitled to receive the compensation and benefits payable under subsection 10(d)(1) hereof in the event that the Executive voluntarily terminates employment within 90 days of an event that constitutes Good Reason which remains uncured during the Cure Period by the Bank and/or the Company following such written notice furnished by the Executive (unless such Good Reason termination occurs during the Protected Period, in which event the payment provided for at Section 13(b) shall be made in lieu of the payment provided for at Section 10(d)(1)(i)).