Common use of By the Company For Cause or By Executive Without Good Reason Clause in Contracts

By the Company For Cause or By Executive Without Good Reason. (i) The Employment Term and Executive’s employment hereunder may be terminated by the Company for Cause; it being agreed that, for the purposes of this Section 7(a), MSG Member shall have the right to act on behalf of the Company in determining whether the Employment Term and Executive’s employment hereunder may be terminated by the Company for Cause. (ii) The Employment Term and Executive’s employment hereunder shall terminate immediately upon Executive’s resignation without Good Reason; provided however, that Executive will be required to give the Company at least sixty (60) days advance written notice of a resignation without Good Reason, which the Company may waive at any time in its discretion. (iii) If Executive’s employment is terminated by the Company for Cause, or if Executive resigns without Good Reason, the Company shall pay and Executive shall be entitled to receive the following payments on the effective date of termination: (A) the Base Salary through the effective date of termination; (B) reimbursement for any unreimbursed business expenses properly incurred by Executive in accordance with Company policy prior to the effective date of termination; and (C) such earned and vested Employee Benefits, if any, as to which Executive may be entitled under the Employee Benefit Plans (the amounts described in clauses (A) through (C) hereof being referred to as the “Accrued Rights”). (iv) Following such termination of Executive’s employment by the Company for Cause, or resignation by Executive without Good Reason, except as set forth in Section 7(a)(iii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

By the Company For Cause or By Executive Without Good Reason. (i) The Employment CEO Term and Executive’s employment hereunder may be terminated (A) by the Company Board for Cause; it being agreed that, for the purposes which termination shall be effective as specified in such Board vote or, if no date is specified, immediately after such Board vote and providing Executive with a Notice of this Section 7(aTermination (as defined below), MSG Member shall have the right or (B) by Executive without Good Reason (other than due to act on behalf of the Company in determining whether the Employment Term and Executive’s employment hereunder may be terminated by the Company for Causedeath or Disability). (ii) The Employment Term and Executive’s employment hereunder shall terminate immediately upon Executive’s resignation without Good Reason; provided however, that Executive will be required to give the Company at least sixty (60) days advance written notice of a resignation without Good Reason, which the Company may waive at any time in its discretion. (iii) If Executive’s employment is terminated by the Company for CauseCause in accordance herewith, or if Executive resigns without Good ReasonReason (other than due to death or Disability), the Company shall pay and Executive shall be entitled to receive the following payments on the effective date of terminationin each case: (A) the accrued, but unpaid Base Salary Salary, earned through the effective date of termination, payable in accordance with the Company’s usual payment practices; (B) reimbursement reimbursement, within sixty (60) days following submission by Executive to the Company of appropriate supporting documentation, for any unreimbursed business expenses expense properly incurred by Executive in accordance with Company policy the Company’s policies prior to the effective date of termination; provided that claims for such reimbursement (accompanied by appropriate supporting documentation) are submitted to the Company within ninety (90) days following the date of termination; and (C) such earned all amounts and vested Employee Benefits, if any, as benefits then or thereafter due to which Executive may be entitled under the Employee Benefit Plans then or thereafter applicable terms of any applicable plan, program, agreement, or arrangement of the Company Group (the amounts described in clauses (A) through (C) hereof being referred to as hereof, the “Accrued Rights”). (iv) . Following such termination of Executive’s employment by the Company for Cause, Cause in accordance herewith or resignation by Executive without Good ReasonReason (other than due to death or Disability), except as set forth in this Section 7(a)(iii)7(a)(ii) and Section 11, Executive shall have no further rights right to any compensation or any other benefits benefit under this Agreement. No termination shall be treated as for Cause without, prior to the termination, a Board hearing (with counsel present, if Executive so elects) and a majority Board vote (excluding, however, Executive, to the extent Executive is a member of the Board) approving termination for Cause. (iii) For purposes of this Agreement, the terms:

By the Company For Cause or By Executive Without Good Reason. (i) The Employment Term and Executive’s employment hereunder may be terminated for Cause by the Company for Cause; it being agreed thatBoard, for which termination shall be effective immediately after the purposes Board has provided Executive with a Notice of this Section 7(aTermination (as defined below), MSG Member shall have the right or by Executive without Good Reason (other than due to act on behalf of the Company in determining whether the Employment Term and Executive’s employment hereunder may be terminated by the Company for Causedeath or Disability). (ii) The Employment Term and Executive’s employment hereunder shall terminate immediately upon Executive’s resignation without Good Reason; provided however, that Executive will be required to give the Company at least sixty (60) days advance written notice of a resignation without Good Reason, which the Company may waive at any time in its discretion. (iii) If Executive’s employment is terminated by the Company for Cause, or if Executive resigns without Good ReasonReason (other than due to death or Disability), the Company shall pay and in each case, Executive shall be entitled to receive the following payments on the effective date of terminationreceive: (A) the accrued, but unpaid Base Salary Salary, earned through the effective date of termination, payable in accordance with the Company’s usual payment practices; (B) reimbursement reimbursement, within sixty (60) days following submission by Executive to the Company of appropriate supporting documentation, for any unreimbursed business expenses expense properly incurred by Executive in accordance with Company policy the Company’s policies prior to the effective date of terminationExecutive’s termination of employment; provided that claims for such reimbursement (accompanied by appropriate supporting documentation) are submitted to the Company within ninety (90) days following the date of Executive’s termination of employment; and (C) such earned all amounts and vested Employee Benefits, if any, as benefits then or thereafter due to which Executive may be entitled under the Employee Benefit Plans then or thereafter applicable terms of any applicable plan, program, agreement, or arrangement of the Company or any of its subsidiaries (the amounts described in clauses (A) through (C) hereof being referred to as ), the “Accrued Rights”). (iv) . Following such termination of Executive’s employment by the Company for Cause, Cause or resignation by Executive without Good ReasonReason (other than due to death or Disability), except as set forth in this Section 7(a)(iii)8(a)(ii) and Section 12, Executive shall have no further rights right to any compensation or any other benefits benefit under this Agreement. (iii) For purposes of this Agreement, the terms: