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

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, the Company terminates Executive's employment without Cause or Executive terminates her employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i); and (B) payment of the equivalent of twelve (12) months of Executive's Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 days of the effective date of termination, subject to standard withholdings and other authorized deductions; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 days or 52 days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained in this Agreement, if Section 4(f)(iii) applies to Executive, this Section 4(f)(ii) shall not also apply.

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, the Company terminates Executive's employment without Cause or Executive terminates her his employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i); and; (B) payment of the equivalent of twelve (12) months of Executive's Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 days of the effective date of termination, subject to standard withholdings and other authorized deductions; and (C) payment of Executive’s target Annual Bonus for the fiscal year in which the date of termination occurred, which shall be paid in a lump sum in cash when such Annual Bonus payment is regularly paid to similarly situated executives; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 days or 52 days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained in this Agreement, if Section 4(f)(iii) applies to Executive, this Section 4(f)(ii) shall not also apply.

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, If the Company terminates Executive's ’s employment without Cause or Executive terminates her his employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i); and; (B) payment of the equivalent of twelve (12) months of Executive's ’s Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 sixty (60) days of the effective date of termination, subject to standard withholdings and other authorized deductions; and (C) payment of Executive’s target Annual Bonus for the fiscal year in which the date of termination occurred, which shall be paid in a lump sum in cash when such Annual Bonus payment is regularly paid to similarly situated executives; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 twenty-eight (28) days or 52 fifty-two (52) days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained ; provided, further, that notwithstanding anything in this AgreementAgreement to the contrary, if Section 4(f)(iii) applies Executive receives severance payments and benefits under the Red Xxxxx Gourmet Burgers, Inc. Executive Change in Control Severance Plan (as such plan may be modified, amended and/or restated from time to Executivetime), Executive shall have no right to receive the payments and benefits under this Section 4(f)(ii) shall not also apply).

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, If the Company terminates Executive's ’s employment without Cause or Executive terminates her employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i); and (B) payment of the equivalent of twelve (12) months of Executive's ’s Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 sixty (60) days of the effective date of termination, subject to standard withholdings and other authorized deductions; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 twenty-eight (28) days or 52 fifty-two (52) days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained ; provided, further, that notwithstanding anything in this AgreementAgreement to the contrary, if Section 4(f)(iii) applies Executive receives severance payments and benefits under the Red Xxxxx Gourmet Burgers, Inc. Executive Change in Control Severance Plan (as such plan may be modified, amended and/or restated from time to Executivetime), Executive shall have no right to receive the payments and benefits under this Section 4(f)(ii) shall not also apply).

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, If Executive’s employment is terminated by the Company terminates Executive's employment without Cause or by Executive terminates her employment for Good Reason, this Agreement Executive shall terminate without further obligations be entitled to Executive other than: (A) payment receive or continue receiving any and all compensation and benefits, as set forth in Section 4 above, to the extent permitted by law, through the date that is the last day of the Accrued Obligations Employment Period, along with any amount of Annual Incentive Award that had previously been deferred as described in provided under Section 4(f)(i4(b); and (B) payment , provided that any portion of the equivalent Restricted Stock which has been granted but has not otherwise become vested and unrestricted as of twelve (12) months the termination date shall become vested and unrestricted as of Executive's Annual Base Salary such termination date. Except as provided in effect immediately prior Sections 9 and 13, in addition to the date of termination which shall be paid in a lump sum in cash within 60 days of the effective date of termination, subject to standard withholdings and other authorized deductions; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 days or 52 days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments compensation and benefits set forth herein, the Company shall pay to the Executive a severance amount in cash on the last day of the month of the month following the termination date equal to two (2) times the Executive’s Base Salary. Any in-kind benefits and/or expense reimbursements required to be provided or paid by the Company to the Executive pursuant to this Section 4(f)(ii7(b) (other than if Executive’s employment is terminated by the Company without Cause or by the Executive for Good Reason shall be paid only if otherwise provided by an in-kind benefit arrangement or expense reimbursement arrangement which is generally provided by the Company to its executives and shall only be paid in accordance with the terms and provisions of such arrangement, which terms and provisions shall upon termination of Executive’s employment be amended, if necessary, to cause the payment or provision of such in-kind benefits and expense reimbursements to satisfy the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained rules described in this Agreement, if Section 4(f)(iii) applies to Executive, this Section 4(f)(ii) shall not also applyTreasury Regulation § 1.409A-3(i)(l)(iv).

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, If the Company terminates Executive's ’s employment without Cause or Executive terminates her employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i4(e)(i); and (B) payment of the equivalent of twelve (12) months of Executive's ’s Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 sixty (60) days of the effective date of termination, subject to standard withholdings and other authorized deductions; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii4(e)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 twenty-eight (28) days or 52 fifty-two (52) days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii4(e)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained ; provided, further, that notwithstanding anything in this AgreementAgreement to the contrary, if Section 4(f)(iii) applies Executive receives severance payments and benefits under the Red Robin Goxxxxx Burgers, Inc. Executive Change in Control Severance Plan (as such plan may be modified, amended and/or restated from time to Executivetime), Executive shall have no right to receive the payments and benefits under this Section 4(f)(ii) shall not also apply4(e)(ii).

By the Company Without Cause or by Executive for Good Reason. If, prior to the expiration of the stated term of this Agreement, If the Company terminates Executive's ’s employment without Cause or Executive terminates her his employment for Good Reason, this Agreement shall terminate without further obligations to Executive other than: (A) payment of the Accrued Obligations as described in Section 4(f)(i4(e)(i); and (B) payment of the equivalent of twelve (12) months of Executive's ’s Annual Base Salary as in effect immediately prior to the date of termination which shall be paid in a lump sum in cash within 60 sixty (60) days of the effective date of termination, subject to standard withholdings and other authorized deductions; provided, however, that as a condition precedent to receiving the payments and benefits provided for in this Section 4(f)(ii4(e)(ii) (other than payment of the Accrued Obligations), Executive shall first execute and deliver to the Company and RRI a general release agreement in a form that is satisfactory to the Company and RRI, and all rights of Executive thereunder or under applicable law to rescind or revoke the release shall have expired no later than the date specified in such release, which shall either be 28 twenty-eight (28) days or 52 fifty-two (52) days, dependent upon the circumstances, after the date of termination. If Executive fails to timely execute the release, all payments and benefits set forth in this Section 4(f)(ii4(e)(ii) (other than the payment of the Accrued Obligations) shall be forfeited. Notwithstanding any other provision contained ; provided, further, that notwithstanding anything in this AgreementAgreement to the contrary, if Section 4(f)(iii) applies Executive receives severance payments and benefits under the Red Xxxxx Gourmet Burgers, Inc. Executive Change in Control Severance Plan (as such plan may be modified, amended and/or restated from time to Executivetime), Executive shall have no right to receive the payments and benefits under this Section 4(f)(ii) shall not also apply4(e)(ii).