BB&T 2015 Annual Report Download - page 329

prior to any such termination for Disability, the Boards of Directors of Employer shall have given Executive at least thirty (30) days’
advance written notice of Employer’s intent to terminate Executive due to Disability, and Executive shall not have returned to full-time
employment by the thirtieth (30th) day after such notice (termination pursuant to this Section 1.6.3 being referred to herein as
termination for Disability).
   . Immediately upon the date specified in Executive’s written notice to Employer’s
Boards of Directors of Executive’s voluntary termination of employment; provided, however, that Employer may accelerate the
effective date of such termination (and the Termination Date) (termination pursuant to this Section 1.6.4 being referred to herein as
“”).
 . Immediately following notice of termination for “Just Cause” (as defined below),
specifying such Just Cause, given by Employer’s Boards of Directors (termination pursuant to this Section 1.6.5 being referred to
herein as termination for “Just Cause”). “ ” shall mean and be limited to any one or more of the following: Executive’s
personal dishonesty; gross incompetence; willful misconduct; breach of a fiduciary duty involving personal profit; intentional failure to
perform stated duties; willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease-and-
desist order; conviction of a felony or of a misdemeanor involving moral turpitude; unethical business practices in connection with
Employer’s business; misappropriation of Employer’s or their Affiliates’ assets (determined on a reasonable basis) or material breach of
any other provision of this Agreement; provided, that Executive has received written notice from Employer of such material breach and
such breach remains uncured for a period of thirty (30) days after the delivery of such notice. For purposes of this provision, no act or
failure to act, on the part of Executive, shall be considered “willful” unless it is done, or omitted to be done, by Executive in bad faith
or without a reasonable belief that Executive’s action or omission was in the best interests of Employer.
     . Immediately upon the date specified in a written notice of termination
without Just Cause from Employer’s Boards of Directors to Executive (termination pursuant to this Section 1.6.6 being referred to
herein as termination “”).
. Subject to the following, thirty (30) days following the written notice by Executive
to Employer’s Boards of Directors described in this Section 1.6.7; provided, however, that during any such thirty (30) day period,
Employer may suspend, with no reduction in pay or benefits, Executive from Executive’s duties as set forth herein (including, without
limitation, Executive’s position as a representative and agent of Employer and Employer’s Affiliates) (termination pursuant to this
Section 1.6.7 being referred to herein as “  ”). For purposes of this Section 1.6.7, a Good Reason
Termination shall occur when Executive provides written notice to Employer’s Boards of Directors of termination for “
”, which, as used herein, shall mean the occurrence of any of the following events without Executive’s express written consent:
(i) the assignment to Executive of duties inconsistent with the position and status of a Senior Executive
Vice President of Employer; or
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Source: BB&T CORP, 10-K, February 25, 2016 Powered by Morningstar® Document Research℠
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