the assignment to Executive of any duties inconsistent in any respect with Executive’s position, authority, duties or responsibilities as in effect immediately prior to the public announcement of the Change in Control (including offices, titles, reporting requirements and relationships and status) or any other action by ​ which results in any diminution in Executive’s position, authority, duties or responsibilities.

the assignment to Executive of any duties inconsistent in any respect with Executive’s position, authority, duties or responsibilities as in effect immediately prior to the public announcement of the Change in Control (including offices, titles, reporting requirements and relationships and status) or any other action by [[Seller:Company:Organization]] which results in any diminution in Executive’s position, authority, duties or responsibilities.

the assignment to the Executive by the Company of any duties adversely inconsistent in any respect with the Executive’s position, authority, duties orduties, responsibilities and status with the Company immediately prior to a Change in Control of the Company, a diminution of the Executive’s position, duties, responsibilities and status with the Company as in effect immediately prior to the public announcement of thea Change in Control (including offices, titles, reporting requirements and relationships and status)of the Company (even if such diminution is solely the result of the Company’s ceasing to be a publicly traded entity), or an adverse change in the Executive’s titles or offices as in effect immediately prior to a Change in Control of the Company, or any removal of the Executive from or any failure to reelect the Executive to any of such positions, except in connection with the termination of his employment for Disability, Mandatory Retirement or Cause or by the Executive other action by ​ which results in any diminution in Executive’s position, authority, duties or responsibilities.than for Good Reason;

the assignment to Executive of any duties inconsistent in any respect withthe Executive, without the Executive’s position, authority,express written approval, of duties or responsibilities asresponsibilities, inconsistent, in effect immediately prior toa material respect, with the public announcementExecutive’s title and position on the date of thea Change in Control (including offices, titles, reporting requirements and relationships and status) or any other action by ​ which resultsa material reduction in any diminution inthe Executive’s position, authority, dutiesduties, responsibilities or responsibilities.authority from those in effect on the date of a Change in Control;

theThe assignment to the Executive of any duties materially inconsistent in any respect withwith, or the material reduction of powers or functions associated with, the Executive’s position, authority, duties ortitle, duties, responsibilities as in effectand status with the Company immediately prior to the public announcementa Change in Control; A change in title or positions resulting merely from a merger of the Change in Control (including offices, titles, reporting requirements and relationships and status)Company into or any other action by ​with another bank or company which resultsdoes not downgrade in any diminution inway the Executive’s position, authority,powers, duties or responsibilities.and responsibilities shall not meet the requirements of this Section;

theThe assignment to Executive by Employer of any duties inconsistent with Executive's authority, duties, and responsibilities with ​ and its Subsidiaries immediately prior to the Change in any respect with Executive’Control, or a change in Executive's position, authority, dutiestitles or responsibilitiesoffices as in effect immediately prior to the public announcementChange in Control, or any removal of Executive from or any failure to re-elect or elect Executive to any of such positions, or comparable positions with Employer, if such assignment, change, or removal results in a material diminution in Executive's authority, duties, or responsibilities with Employer as compared to Executive’s position with ​ and its Subsidiaries prior to the Change in Control (including offices, titles, reporting requirements and relationships and status) or any other action by ​ whichEmployer that results in anya material diminution in Executive’Executive's position, authority, dutiesduties, or responsibilities.responsibilities;