Conditional Severance. Severance benefits paid in excess of Base Severance is referred to as Conditional Severance. The Company will provide one week of Pay, inclusive of Base Severance, for each completed full Year of Service (and one additional half week of Pay if an Employee, in addition to completed full Years of Service, also has completed at least 6 months, but less than 12 months of service in an only partially completed year), if the Participant’s service exceeds three years and the Employee signs a separation agreement prepared by the Company containing a waiver and release of claims. If the Employee signs a separation agreement prepared by the Company containing a waiver and release of claims, the minimum severance benefit payable inclusive of Base and Conditional Severance shall be three (3) weeks of Pay, if the Participant’s service is three years or less. For Employees below compensation Band I, severance benefits, including Base Severance, are capped at thirty-nine (39) weeks.

Additional Conditional Severance. In addition, the Company reserves the right to pay additional amounts to Employees, but the Company may exercise its discretion to pay no additional amount at all. In order to receive Additional Conditional Severance, the Employee is required to sign a separation agreement prepared by the Company containing a waiver and release of claims.

Solely with respect to ​ unit prices made during the new ​ pricing schedule listed above in section 2.1 the Parties have agreed to the conditional ​ payment structure. An ​ payment of ​ will be made by ​ to ​ on each ​ unit: ​ For clarity, while the intent is to ensure ​ receives payment within ​ of the shipment of the ​ ​ where applicable, nothing is construed to make an objectively reasonable delay in payment of the ​ payment a material breach.

Conditional Sign-On Bonus. GMPW agrees to pay Candidate a one-time Conditional Sign-On Bonus of 10 million shares of its common stocks (“Bonus”), subject to all required taxes and withholdings, to be paid effective immediately or upon the date on which GMPW amends its articles of incorporation to increase the number of authorized shares of Common Stock to a number of shares sufficient to permit the payment within thirty (30) days following Officer’s first day of work for GMPW (“Start Date”). The Parties agree that the Bonus is an unvested wage advance upon receipt that Candidate will earn in its entirety by remaining employed by GMPW for 12 months following the Start Date.

Exercise. Options and SARs shall be exercisable in accordance with such terms and conditions and during such periods as may be established by the Committee.

Exercise. Tenant shall exercise an Extension Option, if at all, by giving Landlord unconditional, irrevocable written notice of such election not earlier than 450 days and not later than 360 days prior to the Expiration Date (as the same may have been extended), the time of such exercise being of the essence (the “Exercise Period”). Subject to the provisions of this Paragraph 3.3, upon the giving of such notice, this Lease and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the applicable Extension Term had originally been included in the Term.

Exercise. Options may be exercised by giving written notice of the exercise to the Company, stating the Option being exercised and the number of shares the Participant has elected to purchase under the Option.

Exercise. Stock Options shall be exercisable at such time or times, in one or more installments, and subject to such terms and conditions as shall be determined by the Committee at or after grant.

Conditional Offer. You understand and agree that this employment offer is conditional and expressly subject to your complying with the following pre-conditions of employment:

I certify that if I transfer the stock purchased by this exercise I will not do so in a manner that violates Cortland Bancorp’s policy on insider trading.