Customer shall have the right to request Service Provider to remove, replace or reassign any Worker for cause after notice of same. Upon receipt of Customer’s notice, Service Provider shall promptly comply with such notice, subject to compliance with applicable

“Service” means your provision of services to the Company or any Affiliate in any Service Provider capacity. Your Service shall be deemed to have terminated either upon an actual cessation of providing services to the Company or any Affiliate or upon the entity to which you provide services ceasing to be an Affiliate. Service shall not be deemed terminated in the case of # any approved leave of absence; # your transfer among the Company and any Affiliates in any Service Provider capacity; or # any change in your status so long as you remain in the service of the Company or any Affiliate in any Service Provider capacity.

Effect of Termination of Service. Except as otherwise provided in accordance with [Section 3(b)], if you cease to be a Service Provider, you will forfeit all unvested Units.

Payment to Subcontractors and Vendors; No Liens. Service Provider shall be solely responsible for paying the subcontractors and vendors it engages on the Project. Service Provider shall obtain interim and final lien waivers in the forms provided by Owners from subcontractors and vendors. Service Provider shall provide Owners with copies of the lien waivers upon request. Service Provider shall notify Owners within five (5) days of receipt of knowledge of any liens filed against, or threatened to be filed against, the Facility, Site and/or equipment.

Forfeiture. Except as otherwise provided by the Plan or this Agreement, the Award Shares shall be forfeited to the Bank upon the Participant's termination of service as an employee or Director of the Bank, as applicable, prior to the date the restrictions lapse as provided in [Section 3] above.

Upon termination of the Employee’s employment for Cause (as defined in the Plan), then all unvested PARSUs shall be forfeited by the Employee on the date of the Employee’s termination, except to the extent a severance plan applicable to the Employee provides otherwise. Such forfeiture shall occur regardless of whether the Employee has satisfied any applicable age and service requirements for retirement.

Payment Upon Death, Retirement or Disability; Forfeiture of Unvested Performance Shares Upon Demotion, Unsatisfactory Job Performance, Default on Certain Agreements or Other Separation from Service.

If a change to the Data Hosting Services is required for Service Provider to comply with a change in any laws other than Service Provider Laws, and Service Provider can reasonably demonstrate that the change will materially increase Service Provider’s costs, the Company will by notice to Service Provider either:

The Company shall have the right to inspect and audit, upon reasonable notice to the Service Provider, all books and records of the Service Provider related to the provision of the Services so as to verify the accuracy of all expenses reimbursed under this Agreement.

Effect of Termination of Service. Except as otherwise provided in accordance with [Section 4(b)] of this Agreement, if you cease to be a Service Provider, you will immediately forfeit all unvested Restricted Shares and all retained dividends and distributions that relate to such unvested Restricted Shares. Any Restricted Shares that are forfeited shall be returned to the Company for cancellation. You shall have no further rights as a shareholder of the Company with respect to the forfeited Shares, including, without limitation, any right to receive any dividend or distribution payable to shareholders of record on or after the date of such forfeiture.