RESTRICTIVE COVENANTS AND GENERAL RELEASE AGREEMENT
THIS RESTRICTIVE COVENANTS AND GENERAL RELEASE AGREEMENT (the “Agreement”) is entered into on January 8, 2019 between Michael H. Michalak (hereafter “Executive”) and Comerica Incorporated, a Delaware corporation, for the benefit of Comerica Incorporated, Comerica Bank, a Texas banking association, all of their past, present and future subsidiaries, affiliates, predecessors, and successors, and all of their subsidiaries and affiliates, (hereafter all individually and collectively referred to as “Comerica”). This Agreement sets forth the complete understanding and agreement between Comerica and Executive relating to Executive’s employment and cessation of employment with Comerica. This Agreement shall be effective as of the Effective Date (as defined in Paragraph 18 below), and in the event the Effective Date does not occur, this Agreement shall be void ab initio.
Accordingly, Executive and Comerica hereby agree as follows:
Separation from Employment. Executive and Comerica agree that Executive’s employment with Comerica shall terminate effective January 31, 2019 (the “Separation Date”).
Public Announcement. Comerica may, in its sole discretion, issue one or more announcement(s) of Executive’s departure from Comerica at such time(s) as Comerica deems appropriate.
Resignation from Boards and Committees. Effective before or as of the Separation Date, Executive shall resign from any and all positions Executive holds as an officer, member or manager of Comerica and any and all positions Executive holds as a member of a Comerica board or committee.
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