EXPENSE REIMBURSEMENT. Consultant shall be entitled to reimbursement from Client for the following "out-of-pocket" expenses: travel expenses and travel related meals.

Business Expense Reimbursement; Telephone Expenses. Upon the submission of proper substantiation by Executive, and subject to such rules and guidelines as the Company may from time to time adopt, the Company shall reimburse Executive for all reasonable expenses actually paid or incurred by the Executive during the Term in the course of and pursuant to the business of the Company including, without limitation, travel and telephone expenses incurred by the Executive while traveling to and from the Company's facilities as may be required pursuant to Section 1 hereof. The Executive shall account to the Company in writing for all expenses for which reimbursement is sought and shall supply to the Company copies of all relevant invoices, receipts, or other evidence reasonably requested by the Company.

Relocation Expense Reimbursement. The Bank will pay directly or reimburse Executive, promptly after receipt from Executive of invoices or other supporting documentation, for up to $25,000 in reasonable expenses incurred by Executive in relocating to the [[Address A:Address]] metropolitan area; provided that receipts or invoices for all such expenses must be submitted by Executive to the Bank for reimbursement within a reasonable time after such expense is incurred. If on or before the first anniversary of the Effective Date Executive terminates his or her employment hereunder (other than for Good Reason) or the Bank terminates Executive’s employment for Cause, Executive must promptly repay the Bank in full for the amount of such relocation expenses actually paid or reimbursed by the Bank.

The Company shall reimburse the Employee, on a non-accountable basis, and in accordance with the practices, policies and procedures of the Company in effect from time to time, for all expenses actually paid or incurred by Employee in the course of and in furtherance of the business of Company for which Employee provides appropriate documentation and expense reporting in accordance with the practices, policies and procedures of the Company in effect from time to time.

Reimbursement of Expense Advance. Within five (5) Business Days after the execution of this Agreement, the Holders will refund $56,792.06 advanced to the Holders to cover their costs and expenses in connection with the Transaction Documents.

Expense Reimbursement; Continuing Education. The Employer shall promptly reimburse Executive, upon submission of appropriate documentation, for reasonable business expenses, including travel and reasonable entertainment expenses, incurred by Executive in accordance with the expense reimbursement policies of the Employer in effect from time to time. In addition, subject to pre-approval by the President and Chief Executive Officer of Penns Woods and JSSB, the Employer shall pay Executive’s cost of travel and lodging relating to Executive’s attendance at trade conferences (with total annual attendance days not to exceed 10 days in the aggregate, unless otherwise approved in advance by the Chief Executive Officer of Penns Woods).

Office; Administrative Support; Expense Reimbursement. During the Term, the Company shall provide [[Mr. Kanas:Person]] with # an office at a location in New York, New York as selected by the Company (to be located at 135 East 57th Street), # administrative support provided by [[Mr. Kanas:Person]]' assistant as of immediately prior to the Effective Date (or such replacement as [[Mr. Kanas:Person]] may select upon his current assistant's retirement or termination) on the same basis as provided to [[Mr. Kanas:Person]] prior to the Effective Date, which assistant shall remain an employee of the Company and receive compensation and benefits consistent with past practice, and # business travel and entertainment expense reimbursement consistent with the policies applicable to senior executives of the Company as in effect from time to time.

Reimbursement Of Business Expenses. During his employment under this Agreement, CEO shall also be reimbursed by USPB within 60 days after the expense is incurred for reasonable business expenses actually incurred or services provided under this Agreement, upon presentation of expense statements or other supporting information.

Reimbursement. If an Issuing Bank shall make any LC Disbursement in respect of a Letter of Credit, ​ shall reimburse such LC Disbursement by paying to the Administrative Agent, subject to this [Section 2.06(e)] and [Section 2.06(k)], in the Agreed Currency which was paid by such Issuing Bank pursuant to such LC Disbursement in an amount equal to such LC Disbursement) not later than 12:00 noon Local Time (or 3:00 p.m. Local Time in the event that ​ is reimbursing such LC Disbursement with proceeds of a Swingline Loan), on the date that such LC Disbursement is made, if ​ shall have received notice of such LC Disbursement prior to 10:00 a.m., Local Time, on such date, or, if such notice has not been received by ​ prior to such time on such date, then not later than 12:00 noon, Local Time, on the Business Day immediately following the day that ​ receives such notice; provided that, if such LC Disbursement is not less than the Equivalent Amount of $1,000,000, ​ may, subject to the conditions to borrowing set forth herein, request in accordance with [Section 2.03 or 2.05]5] that such payment be financed with an ABR Revolving Borrowing (in the case of any LC Disbursement made in Dollars) or a Swingline Loan (in the case of an LC Disbursement made in any Agreed Currency that is also an Agreed Currency for Swingline Loans) in the amount of such LC Disbursement and, to the extent so financed, ​’s obligation to make such payment shall be discharged and replaced by the resulting ABR Revolving Borrowing or Swingline Loan. If ​ fails to make such payment when due, then # if such payment relates to a Foreign Currency Letter of Credit issued in a Foreign Currency that is not an Agreed Currency for Revolving Loans (or to any Foreign Currency Letter of Credit at the option of the applicable Issuing Bank), automatically and with no further action required, the obligation to reimburse the applicable LC Disbursement shall be permanently converted into an obligation to reimburse the Dollar Amount calculated as of the date when such payment was due, of such LC Disbursement and # in any such case, the Administrative Agent shall notify each Lender of the applicable LC Disbursement, the payment then due from ​ in respect thereof and such Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from ​, in Dollars, in the same manner as provided in [Section 2.07] with respect to Loans made by such Lender (and [Section 2.07] shall apply, mutatis mutandis, to the payment obligations of ​), and the Administrative Agent shall promptly pay to the applicable Issuing Bank the amounts so received by it from ​. Promptly following receipt by the Administrative Agent of any payment from ​ pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that ​ have made payments pursuant to this paragraph to reimburse such Issuing Bank, then to such ​ and such Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse an Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Loan as contemplated above) shall not constitute a Loan and shall not relieve ​ of its obligation to reimburse such LC Disbursement. If ​’s reimbursement of, or obligation to reimburse, any amounts in any Foreign Currency would subject the Administrative Agent, any Issuing Bank or any Lender to any stamp duty, ad valorem charge or similar tax that would not be payable if such reimbursement were made or required to be made in Dollars, ​ shall, at its option, either # pay the amount of any such tax requested by the Administrative Agent, any applicable Issuing Bank or the relevant Lender or # reimburse each LC Disbursement made in such Foreign Currency in Dollars, in an amount equal to the Equivalent Amount, calculated using the applicable Exchange Rates, on the date such LC Disbursement is made, of such LC Disbursement.

Reimbursement. If an L/C Issuer shall make any L/C Disbursement in respect of a Letter of Credit, the Principal Borrower shall reimburse such L/C Issuer in respect of such L/C Disbursement by paying to the Administrative Agent an amount equal to such L/C Disbursement not later than 12:00 noon on # the Business Day that the Principal Borrower receives notice of such L/C Disbursement, if such notice is received prior to 10:00 a.m. or # the Business Day immediately following the day that the Principal Borrower receives such notice, if such notice is not received prior to such time, provided that, if such L/C Disbursement is not less than $1,000,000, the Principal Borrower may, subject to the conditions to borrowing set forth herein, request in accordance with Section 2.02 that such payment be financed with a Borrowing of Daily SOFR Rate Loans in an equivalent amount and, to the extent so financed, the Borrowers’ obligation to make such payment shall be discharged and replaced by the resulting Borrowing of Daily SOFR Rate Loans. If any Borrower fails to make such payment when due, the Administrative Agent shall notify each Lender of the applicable L/C Disbursement, the payment then due from such Borrower in respect thereof (the “Unreimbursed Amount”) and such Lender’s Applicable Percentage thereof. In such event, any Borrower shall be deemed to have requested a Borrowing of Daily SOFR Rate Loans to be disbursed on the date of payment by the applicable L/C Issuer under a Letter of Credit in an amount equal to the Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Daily SOFR Rate Loans, but subject to the amount of the unutilized portion of the Aggregate Revolving Credit Commitments and the conditions set forth in [Section 4.02] (other than the delivery of a Loan Notice). Any notice given by any L/C Issuer or the Administrative Agent pursuant to this [Section 2.03(f)] may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.