Cause. For purposes of this Agreement, “Cause” shall mean # Executive’s continued violations of Executive’s obligations which are demonstrably willful or deliberate on Executive’s part after there has been delivered to Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injurious to the Company or its subsidiaries, # Executive’s commission of a felony, an act of fraud against or the misappropriation of property belonging to the Company or its subsidiaries, # Executive’s breaching in any material respect, the terms of any confidentiality or proprietary information agreement between Executive and the Company, or # Executive’s commission of a material violation of the Company’s standards of employee conduct.

For purposes of this Agreement, “Cause” shall mean the occurrence of any of the following: # engaging in # willful or gross misconduct or # willful or gross neglect of duties; # repeatedly and willfully failing to adhere to the directions of the Board or the material written policies and practices of the Company; # any intentionally unlawful act that causes material damage to the property or business of the Company; # Executive’s continued violationsmaterial breach of Executive’s obligationsany provision of this Agreement; # fraud, misappropriation, personal dishonesty or embezzlement by Executive, in each case which are demonstrably willful or deliberate on Executive’s part after there has been delivered to Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injuriouscauses material damage to the Companyproperty or its subsidiaries, # Executive’s commission of a felony, an act of fraud against or the misappropriation of property belonging to the Company or its subsidiaries, # Executive’s breaching in any material respect, the terms of any confidentiality or proprietary information agreement between Executive and the Company, or # Executive’s commission of a material violation of the Company’s standards of employee conduct.

Cause. For purposes of this Agreement, “Cause” shall meanmean: # the Executive’s continued violationscommission of any felony or commission of any crime involving fraud, dishonesty or moral turpitude; # the Executive’s obligations which are demonstrably willfulcommission or deliberate onattempted commission of or participation in a fraud or act of dishonesty against the Company; # the Executive’s part after there has been delivered tomaterial breach of any contract or agreement between the Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injurious toand the Company or its subsidiaries,the Executive’s material breach of any legal duty he owes to the Company; # conduct by the Executive that constitutes insubordination, incompetence or neglect of duties; # the Executive’s commissionfailure to perform the duties, functions and responsibilities of the Executive’s position; or # the Executive’s failure to cooperate with a felony,bona fide internal investigation or an act of fraud againstinvestigation by regulatory or law enforcement authorities, after being instructed by the Company to cooperate, or the misappropriationwillful destruction or failure to preserve documents or other materials known to be relevant to such investigation or the inducement of property belongingothers to fail to cooperate or to produce documents or other materials in connection with such investigation; provided, however, the actions or conduct described in [clauses [(iv) and (v) above]e]] shall only constitute Cause if the Company or its subsidiaries, # Executive’s breaching in any material respect,provides the terms of any confidentiality or proprietary information agreement between Executive with written notice thereof and the Company,Executive has not, within 30 days of receipt such written notice, discontinued the cited conduct or remedied the failure to perform and further provided that lawful actions taken by the Executive in the exercise of his rights under the United States Constitution shall not constitute a breach of subsection # Executive’s commission of a material violation of the Company’s standards of employee conduct.above.

Cause. For the purposes of this Agreement, “Cause”Cause shall meanmean: # Executive’s continued violationsconviction of Executive’s obligations which are demonstrably willfula felony or deliberate on Executive’s part after there has been delivered to Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injurioussimilar crime causing material harm to the Company or its subsidiaries, # Executive’s commissionstanding and reputation of a felony, an act of fraud against or the misappropriation of property belonging to the Company or its subsidiaries, # Executive’s breaching in any material respect, the terms of any confidentiality or proprietary information agreement between Executive and the Company,Company; or # Executive’s commissiondishonesty or fraud that causes material harm to the Company; # Executive’s gross negligence or ongoing neglect in the performance of a material violation of the Company’his duties as Chief Executive Officer; or # Executive’s standards of employee conduct.fiscal or fiduciary malfeasance.

Definition of Cause. For purposes of this Agreement, “Cause” shall mean # Executive’s continued violationsconviction by a court (or plea of Executive’s obligationsguilty or no contest) of a felony, or any crime involving theft, dishonesty or moral turpitude; # act(s) or omission(s) by Executive which are demonstrably willful and deliberate act(s) or deliberate on Executive’s part after there has been delivered to Executive a written demand for performance fromomission(s) which harm or injure the business, operations, financial condition, properties, assets, prospects, value or reputation of the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties,Group in any material respect; # Executive’s engagement in willful misconduct which is injuriousresults in material harm to the Company Group or its subsidiaries,which has a material adverse effect on the business, operations, properties, assets, prospects, value or business relationships of the Company Group; # Executive’s commissionwillful disregard of a felony, an actthe lawful and reasonable directives of fraud againstthe Board or Executive’s willful failure to observe policies or standards approved by the misappropriationCompany, Company Group, or their Boards of property belongingDirectors, including policies or standards regarding employment practices (including nondiscrimination and sexual harassment policies); # the use of illegal drugs or repetitive abuse of other drugs; # repetitive excessive consumption of alcohol, which results in material harm to the Company Group or its subsidiaries,subsidiaries; or # Executive’s breachinggross negligence or willful misconduct with respect to any member of the Company Group which results in material harm to the Company Group and/or which has a material adverse effect on the business, operations, properties, assets, prospects, value or business relationships of any member of the Company Group; or # a material breach by Executive of any material respect, the terms of any confidentialitycovenant or proprietary information agreement between Executive and the Company, or # Executive’s commission of a material violationany member of the Company’s standardsCompany Group, including paragraphs 6, 7, 8, 9 and 10 hereof; provided that if the breach is not a breach of employee conduct.paragraphs 6, 7, 8, 9 and 10 hereof or any other restrictive covenant and is capable of remedy, Executive shall have ten (10) days from notification of the breach by the Company in which to remedy such breach. For avoidance of doubt a breach of paragraphs 6, 7, 8, 9 and 10 or any other restrictive covenant shall not be subject to remedy and any such breach shall be considered “Cause” for termination.

For purposes of this Agreement, the term “Cause” shall mean any of the following: # Executive has willfully misappropriated any funds or property of the Company or its affiliates, or has willfully destroyed property of the Company or its affiliates; # Executive has committed # a felony or # any crime # involving fraud, dishonesty or moral turpitude or # that materially impairs Executive’s continued violations of Executive’s obligations which are demonstrably willful or deliberate on Executive’s part after there has been deliveredability to Executive a written demand for performance fromperform his duties and responsibilities with the Company which describes the basis for the Company’s beliefor that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injuriouscauses material damage to the Company or its subsidiaries,affiliates or their operations or reputation; # Executive’s commissionExecutive has # obtained personal profit from any transaction of or involving the Company or an affiliate of the Company (or engaged in any activity with the intent of obtaining such a felony, an actpersonal profit) without the prior approval of fraud againstthe Company or # engaged in any other willful misconduct which constitutes a breach of fiduciary duty or the misappropriationduty of property belongingloyalty to the Company or its subsidiaries,affiliates and which has resulted or is reasonably likely to result in material damage to the Company or its affiliates; # Executive’s breachingmaterial failure to perform his duties with the Company (other than as a result of total or partial incapacity due to physical or mental illness), provided, however, that, if susceptible of cure, a termination by the Company for Cause under this [Section 4(e)(i)(D)] shall be effective only if, within 20 days following delivery of a written notice by the Company to Executive that Executive has materially failed to perform his duties and that reasonably identifies the reason(s) for such determination, Executive has failed to cure such failure to perform; # Executive’s use of alcohol or drugs has materially interfered with his ability to perform his duties and responsibilities with the Company; # Executive has knowingly made any untrue statement or omission of a material nature to the Company or an affiliate of the Company; # Executive has knowingly falsified Company records (or those of one of its affiliates); # Executive has willfully committed any act # which is intended to materially damage the reputation of the Company or an affiliate of the Company or # which in fact materially damages the reputation of the Company or an affiliate; # Executive # has willfully violated the Company’s material policies or rules (including, but not limited to, the Company’s equal employment opportunity policies), which violation has resulted or is reasonably likely to result in damage to the Company or its affiliates, or # is guilty of gross negligence or willful misconduct in the performance of his duties with the Company, which has resulted or is reasonably likely to result in material damage to the Company or its affiliates; # Executive has materially breached a covenant set forth in [Section 5] or otherwise materially violated any material respect,confidentiality, non-competition or non-solicitation prohibitions imposed on Executive under common law or under the terms of any confidentiality or proprietary information agreement between Executive andwith the Company,Company; or # Executive’s commissionExecutive has willfully obstructed or attempted to obstruct, or has willfully failed to cooperate with, any investigation authorized by the Board of a material violationDirectors of the Company’s standards of employee conduct.Company or any governmental or self-regulatory authority regarding a Company matter.

For purposes of this Agreement, the term “Cause” shall mean any of the following: # Executive has willfully misappropriated any funds or property of the Group, or has willfully destroyed property of the Group; # Executive has committed # a felony or # any crime # involving fraud, dishonesty or moral turpitude or # that materially impairs Executive’s ability to perform Executive’s duties and responsibilities with the Company or that causes material damage to the Group or its operations or reputation; # Executive has # obtained personal profit from any transaction of or involving the Company or an affiliate of the Company (or engaged in any activity with the intent of obtaining such a personal profit) without the prior approval of the Company or # engaged in any other willful misconduct which constitutes a breach of fiduciary duty or the duty of loyalty to the Group and which has resulted or is reasonably likely to result in material damage to the Group; # Executive’s continued violationsmaterial failure to perform Executive’s duties with the Company (other than as a result of Executive’s obligations which are demonstrably willfultotal or deliberate on Executive’s part after there has been deliveredpartial incapacity due to Executivephysical or mental illness), provided, however, that, if susceptible of cure, a termination by the Company for Cause under this [Section 4(e)(i)(D)] shall be effective only if, within twenty (20) days following delivery of a written demand for performance fromnotice by the Company which describes the basis for the Company’s beliefto Executive that Executive has not substantially performed his/her duties,materially failed to perform Executive’s duties and that reasonably identifies the reason(s) for such determination, Executive has failed to cure such failure to perform; # Executive’s engagement in willful misconduct which is injurioususe of alcohol or drugs has materially interfered with Executive’s ability to perform Executive’s duties and responsibilities with the Company; # Executive has knowingly made any untrue statement or omission of a material nature to the Company or an affiliate of the Company; # Executive has knowingly falsified Company records (or those of one of its subsidiaries,affiliates); # Executive’s commissionExecutive has willfully committed any act # which is intended to materially damage the reputation of a felony, an act of fraud against or the misappropriation of property belonging to the Company or its subsidiaries,an affiliate of the Company or # which in fact materially damages the reputation of the Company or an affiliate; # Executive # has willfully violated the Company’s material policies or rules (including, but not limited to, the Company’s equal employment opportunity policies), which violation has resulted or is reasonably likely to result in damage to the Group, or # is guilty of gross negligence or willful misconduct in the performance of Executive’s breachingduties with the Company, which has resulted or is reasonably likely to result in material damage to the Group; # Executive has materially breached a covenant set forth in [Section 5] or otherwise materially violated any material respect,confidentiality, non-competition or non-solicitation prohibitions imposed on Executive under common law or under the terms of any confidentiality or proprietary information agreement between Executive andwith the Company,Company; or # Executive’s commissionExecutive has willfully obstructed or attempted to obstruct, or has willfully failed to cooperate with, any investigation authorized by the Board of a material violationDirectors of the Company’s standards of employee conduct.Company or any governmental or self-regulatory authority regarding a Company matter.

Cause. For purposes ofAs used in this Agreement, “Cause”"Cause" shall mean any of the following: # Executive’Executive's continued violationswillful failure or refusal, after notice thereof, to perform specific directives of Executive’s obligations whichthe President when such directives are demonstrablylawful and consistent with the Executives duties and responsibilities described in this Agreement; # dishonesty of the Executive affecting the Company; # habitual abuse of drugs or alcohol; # conviction of Executive of, or a plea by Executive of guilty or no contest to, any felony or any crime involving moral turpitude, fraud, gross neglect, embezzlement, or misrepresentation; # any gross or willful or deliberate on Executive’s part after there has been delivered toconduct of the Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagementresulting in willful misconduct which is injuriousloss to the Company or its subsidiaries, # Executive’s commission of a felony, an act of fraud against or the misappropriation of property belongingdamage to the Companyreputation of the Company; # theft from the Company; # commission or its subsidiaries, # Executive’s breachingparticipation by Executive in any material respect,other injurious act or omission wantonly, willfully, recklessly, or in a manner which was grossly negligent against the termsCompany; or # violation by the Executive, after notice thereof, of the business policies and guidelines of the Company as may be in effect from time to time. Notwithstanding anything herein to the contrary, the Company shall notify the Executive of any confidentiality or proprietary information agreement between Executivepurported grounds constituting Cause, and the Company, or # Executive’s commission of a material violation of the Company’s standards of employee conduct.Executive shall have no less than ten (10) business days within which to cure such purported grounds.

upon the termination of the Executive by the Company for Cause. For purposes of this Agreement, “Cause” shall mean #the Executive’s continued violations offailure to substantially perform his obligations under this Agreement, or the Executive’s obligations which are demonstrably willful or deliberate on Executive’s part after there has been delivered to Executive a written demand for performance from the Company which describes the basis for the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willfulillegal conduct or gross misconduct whichthat is materially and demonstrably injurious to the CompanyCompany, provided that no act or its subsidiaries, #failure to act by the Executive shall be considered “willful” unless it is done, or omitted to be done, in bad faith and without reasonable belief that the Executive’s commission of a felony, an act of fraud againstaction or omission was in the misappropriation of property belonging to the Company or its subsidiaries, # Executive’s breaching in any material respect, the terms of any confidentiality or proprietary information agreement between Executive and the Company, or # Executive’s commission of a material violationbest interests of the Company’s standards of employee conduct.Company;

Cause. For purposes of this Agreement,Agreement “Cause” with respect to the termination by the Company of the Executive’s employment shall mean # Executive’swillful and continued violations of Executive’s obligations which are demonstrably willful or deliberate on Executive’s partfailure by the Executive to perform his/her duties for the Company under this Agreement after there has been delivered to Executive a written demand for performanceat least one (1) warning in writing from the Company which describesBoard of Directors of Peapack (the “Board”) identifying specifically any such failure; # the basis forwillful engaging by the Company’s belief that Executive has not substantially performed his/her duties, # Executive’s engagement in willful misconduct which is injuriouscauses material injury to the Company as specified in a written notice to the Executive from the Board; or its subsidiaries, # Executive’s commissionconviction of a felony, ancrime, other than a traffic violation, habitual drunkenness, drug abuse, or excessive absenteeism other than for illness, after a warning (with respect to drunkenness or absenteeism only) in writing from the Board to refrain from such behavior. No act of fraud against or failure to act on the misappropriation of property belonging to the Company or its subsidiaries, # Executive’s breaching in any material respect, the terms of any confidentiality or proprietary information agreement between Executive and the Company, or # Executive’s commission of a material violationpart of the Company’s standardsExecutive shall be considered willful unless done, or omitted to be done, by the Executive not in good faith and without reasonable belief that the action or omission was in the best interest of employee conduct.the Company.