Good Cause. For purposes of this Agreement, a termination shall be for “Good Cause” if Employee shall:

Termination – Good Cause. Nothing in this Agreement shall be construed to prevent the Company from terminating Employee’s employment hereunder for good cause (“Good Cause”) at any time. For this purpose, Good Cause shall include the following: alcohol or other drug dependence or addiction; conviction for any crime involving moral turpitude; fraud or misrepresentation; material neglect of duty; misappropriation, embezzlement or theft of Company funds or property; conduct which is materially injurious to the reputation, business or business relationships of the Company; or material violation of Company policy or any of the provisions of this Agreement. The effective date of such termination for Good Cause shall be the date of receipt by Employee or his legal representative of written notice of the termination stating the full basis for such cause or such later date as may be specified in such notice. Termination of Employee’s employment for Good Cause shall not constitute a breach of this Agreement and Employee shall not be entitled to any compensation arising on or after the effective date of such termination. In the event the Company is sold, transferred and/or merged with or to another entity, it shall not be deemed an event of Good Cause to terminate Employee, and if the new entity elects to retain Employee, Employee may be terminated without Good Cause only in accordance with [Section 7(D)] of this Agreement, and the Employee may terminate this Agreement as provided in [Section 7(F)] of this Agreement.

Cause and Good Reason. Unless otherwise defined in a written agreement between the Employee and the Company, for purposes of this Agreement the terms “Cause” and “Good Reason” shall have the following meanings:

Definition of Good Cause. For purposes of this Agreement, “Good Cause” means:

Employer’s Good Cause Termination. Employer has the right to terminate this Agreement at any time during the Specified Term hereof for “Employer’s Good Cause” (defined below in Section 22). Upon any such termination, Employer shall have no further liability or obligations whatsoever to Employee under this Agreement except as provided under [Sections 10.1.1 and 10.1.2] below.

Cause; Without Good Reason; Nonrenewal. If the Executive’s employment shall be terminated by [[Bank:Organization]] with Cause or by the Executive without Good Reason during the Employment Period, or if the Employment Period expires as a result of the delivery of a Notice of Nonrenewal by [[Bank:Organization]], this Agreement shall terminate without further obligations to the Executive, other than, if such termination occurs during the Employment Period, the obligation to pay or provide # the Accrued Obligations (paid as set forth in Section 6(a) of this Agreement) and # the timely payment or provision of the Other Benefits and Expenses (paid as set forth in Section 6(a) of this Agreement).

Cause; Without Good Reason; Nonrenewal. If the Executive’s employment shall be terminated by [[Bank:Organization]] with Cause or by the Executive without Good Reason during the Employment Period, or if the Employment Period expires as a result of the delivery of a Notice of Nonrenewal by [[Bank:Organization]], this Agreement shall terminate without further obligations to the Executive, other than, if such termination occurs during the Employment Period, the obligation to pay or provide # the Accrued Obligations (paid as set forth in Section 6(a) of this Agreement) and # the timely payment or provision of the Other Benefits and Expenses (paid as set forth in Section 6(a) of this Agreement).

By Employee for Good Cause. Employee may terminate Employee’s employment for Good Cause by # providing notice to the Company specifying in reasonable detail the condition giving rise to the Good Cause no later than the thirtieth (30th) day following Employee’s first becoming aware of such event or condition; # providing the Company a period of (30) days to remedy the event or condition; and # written notice terminating Employee’s employment for Good Cause within fifteen (15) days following the expiration of the period to remedy if the Company fails to remedy the condition. The following, if occurring without Employee’s consent, shall constitute "Good Cause" for termination by Employee: # a material diminution in the nature or scope of Employee’s position, duties, or authority (other than temporarily while Employee is physically or mentally incapacitated to such a degree that Employee would be eligible for disability benefits under the Company's disability income plan or as required by applicable law); # a material reduction in the Base Salary or the Target Bonus percentage; # a material breach by the Company of this Agreement; or # a requirement by the Company that Employee relocate to a location more than forty (40) miles from Employee’s then-current remote office location.

By Employee Without Good Cause. Employee may terminate Employee’s employment at any time without Good Cause upon thirty (30) days' notice to the Company. The Board may elect to waive such notice period or any portion thereof; but in that event, the Company shall pay Employee the Base Salary for that portion of the notice period so waived.

By Employee for Good Cause. Employee may terminate Employee’s employment for Good Cause by # providing notice to the Company specifying in reasonable detail the condition giving rise to the Good Cause no later than the thirtieth (30th) day following Employee’s first becoming aware of such event or condition; # providing the Company a period of (30) days to remedy the event or condition; and # written notice terminating Employee’s employment for Good Cause within fifteen (15) days following the expiration of the period to remedy if the Company fails to remedy the condition. The following, if occurring without Employee’s consent, shall constitute "Good Cause" for termination by Employee: # a material diminution in the nature or scope of Employee’s position, duties, or authority (other than temporarily while Employee is physically or mentally incapacitated to such a degree that Employee would be eligible for disability benefits under the Company's disability income plan or as required by applicable law); # a material reduction in the Base Salary or the Target Bonus percentage; # a material breach by the Company of this Agreement; # a requirement by the Company that Employee relocate to a location more than thirty (30) miles from [[Address A:Address]].