Common use of Companys Obligations Upon Termination Clause in Contracts

Companys Obligations Upon Termination. Following the termination of Employee's employment under the circumstances described below, the Company shall pay to Employee (or in the event of Employee's death, as directed by the executor of Employee's estate the following compensation and provide the following benefits, and in the case of Section 4.2(a) in full satisfaction and final settlement of any and all claims and demands that Employee now has or hereafter may have against the Company (other than any claims and demands pursuant to the provisions of the Option Agreement or any other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement to be entered into between the Company and Employee or the Nonqualified Stock Option Agreement and Stock Purchase Warrant issued by the Company to Employee in connection with the acquisition by the Company of Digital Interiors (the "Digital Interiors Agreements"), the full satisfaction and final settlement of which claims and demands shall be controlled by the Option Agreement or such other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement): (a) Termination Without Cause By the Company or with Good Reason by Employee. In the event that Employee's employment shall be terminated by the Company pursuant to Section 4.1(c) hereof:, or by Employee pursuant to Section 4.1(f) hereof, the Company shall pay Employee (a) all Base Salary earned but unpaid through the date of termination, in accordance with the Company's then existing payroll practices. Base Salary shall be paid with the payroll immediately after the termination of Employee's employment and (b) any Bonus earned on or prior to i (late of termination, but not yet paid, which such Bonus shall be paid with the payroll immediately alter the termination of Employee's employment and (c) Base Salary and existing benefits for t period covering the remaining term of the Agreement, or for one year, whichever is greater, from the date of termination. n addition, (i) the Company shall reimburse Employee for any expense incurred through the date of such termination in accordance with Section 3.2 hereof, (ii) the Company shall provide Employee with executive outplacement services reasonably acceptable to Employee, au (iii) with respect to a termination by the Company without Cause pursuant to Section (c) or a termination by Employee pursuant to Section 4.1(f) hereof; all stock options of the Company then issued to Employee (the "Options") shall become fully vested and exercisable as of the date of such termination and shall continue to be exercisable for a period of three (3) years after the date of such termination with respect to all shares of the Company's Common Stock subject to the Option.

Companys Obligations Upon Termination. Following the termination of Employee's employment under the circumstances described below, the Company shall pay to Employee (or in the event of Employee's death, as directed by the executor of Employee's estate estate) the following compensation and provide the following benefits, and in the case of Section 4.2(a) in full satisfaction and final settlement of any and all claims and demands that Employee now has or hereafter may have against the Company (other than any claims and demands pursuant to the provisions of the Option Agreement or any other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement to be entered into between the Company and Employee or the Nonqualified Stock Option Agreement and Stock Purchase Warrant issued by the Company to Employee in connection with the acquisition by the Company of Digital Interiors (the "Digital Interiors Agreements"), the full satisfaction and final settlement of which claims and demands shall be controlled by the Option Agreement or such other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement):Employee: (a) Termination Without Cause By the Company or with Good Reason by Employee. In the event that Employee's employment shall be terminated by the Company pursuant to Section 4.1(c) hereof:, or by Employee pursuant to Section 4.1(f) hereof, the Company shall pay Employee (a) all Base Salary earned but unpaid through the date of termination, in accordance with the Company's then existing payroll practices. Base Salary shall be paid with the payroll immediately after the termination of Employee's employment and (b) any Bonus earned on or prior to i (late the date of termination, but not yet paid, which such Bonus shall be paid with the payroll immediately alter after the termination of Employee's employment and (c) Base Salary and existing benefits for t a period covering the remaining term of the Agreement, or for one year, whichever is greater, from the date of termination. n In addition, (i) the Company shall reimburse Employee for any expense expenses incurred through the date of such termination in accordance with Section 3.2 hereof, (ii) the Company shall provide Employee with executive outplacement services reasonably acceptable to Employee, au and (iii) with respect to a termination by the Company without Cause pursuant to Section (c4.1(c) or a termination by Employee pursuant to Section 4.1(f) hereof; , all stock options of the Company then issued to Employee (the "Options") shall become fully vested and exercisable as of the date of such termination and shall continue to be exercisable for a period of three (3) years after the date of such termination with respect to all shares of the Company's Common Stock subject to the Option.

Companys Obligations Upon Termination. Following the termination of Employee's employment under the circumstances described below, the Company shall pay to Employee (or in the event of Employee's death, as directed by the executor of Employee's estate estate) the following compensation and provide the following benefits, and in the case of Section 4.2(a) in full satisfaction and final settlement of any and all claims and demands that Employee now has or hereafter may have against the Company (other than any claims and demands pursuant to the provisions of the Option Agreement or any other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement to be entered into between the Company and Employee or the Nonqualified Stock Option Agreement and Stock Purchase Warrant issued by the Company to Employee in connection with the acquisition by the Company of Digital Interiors (the "Digital Interiors Agreements"), the full satisfaction and final settlement of which claims and demands shall be controlled by the Option Agreement or such other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement): (a) Termination Without Cause By the Company or with By Employee With Good Reason by EmployeeReason. In the event that Employee's employment shall be terminated by the Company pursuant to Section 4.1(c) hereof:, or by Employee pursuant to Section 4.1(f4.1 (f) hereof, the Company shall pay Employee (a) all Base Salary earned but unpaid through the date of termination, in accordance with the Company's then existing payroll practices. Base Salary shall be paid with the payroll immediately after the termination of Employee's employment and (b) any Bonus earned on or prior to i (late the date of termination, but not yet paid, which such Bonus shall be paid with the payroll immediately alter after the termination of Employee's employment and (c) Base Salary and existing benefits for t a period covering the remaining term of the Agreement, agreement or for one year, whichever is greater, greater from the date of termination. n In addition, (i) the Company shall reimburse Employee for any expense expenses incurred through the date of such termination in accordance with Section 3.2 hereof, (ii) the Company shall provide Employee with executive outplacement services reasonably acceptable to Employee, au and (iii) with respect to a termination by the Company without Cause pursuant to Section (c) or a termination by Employee pursuant to Section 4.1(f4.1(c) hereof; , all stock options of the Company then issued to Employee (the "Options") shall become fully vested and exercisable as of the date of such termination and shall continue to be exercisable for a period of three (3) years 365 days after the date of such termination with respect to all shares of the Company's Common Stock subject to the Option.

Companys Obligations Upon Termination. Following Upon termination of this Agreement by COMPANY under clause (ii) of Section 9.2, Section 9.3 or Section 9.4 above, COMPANY shall promptly pay HOVIONE for (i) any outstanding, unpaid invoices issued by HOVIONE pursuant to this Agreement prior to the time of termination for services actually performed in accordance with the terms of this Agreement prior to the time of termination, (ii) any purchasing obligations of COMPANY under COMPANY Purchase Orders placed under Section 2.2 prior to the time of termination for API actually supplied by HOVIONE to COMPANY in accordance with the terms of this Agreement prior to the time of termination, and (iii) the following expenses related to the termination of Employee's employment the Agreement: (A) reasonable and documented costs and expenses related to the disposal or transfer of API, samples, and raw materials directly related to HOVIONE’s obligations hereunder, and (B) reasonable and documented staff time and related costs necessary to transfer to COMPANY or its designee any API-related Manufacturing information (including, without limitation, any documentation, technical information and materials). Upon the expiration of this Agreement, any termination of this Agreement by COMPANY under clause (i) of Section 9.2, or any termination of this Agreement by HOVIONE pursuant to an Early Termination Notice delivered in accordance with the penultimate sentence of Section 9.1 or under Section 9.3 or 9.4 above, COMPANY shall promptly pay HOVIONE for (i) any outstanding, unpaid invoices issued by HOVIONE pursuant to this Agreement prior to the time of termination for services actually performed in accordance with the terms of this Agreement prior to the time of termination, (ii) any binding purchasing obligations of COMPANY under Section 2.2 including, but not limited to, monies due and owing HOVIONE at the time of termination for services actually performed in accordance with the terms of this Agreement prior to the time of termination and for COMPANY’s obligations under the circumstances described belowbinding portion of the then current Forecast (whether or not COMPANY Purchase Orders for such amounts were placed prior to such termination), (iii) all authorized expenses actually incurred by HOVIONE prior to the Company shall pay time of termination and any uncancellable commitments made by HOVIONE in accordance with the terms of this Agreement prior to Employee the time of termination in connection with the services provided hereunder, (or iv) any shortfall based on a report certified by an officer of the COMPANY delivered to HOVIONE within [*****] of such termination and calculated pursuant to the last sentence of Section 4.2 for the [*****] (or, in the event this Agreement is terminated [*****], the pro rata portion of Employee's death, as directed by the executor of Employee's estate the following compensation and provide the following benefits[*****]) [*****], and in (v) any reasonable and documented costs and expenses related to the case termination of Section 4.2(athe Agreement, including, but not limited to: (A) in full satisfaction the disposal or transfer of API, samples, and final settlement raw materials directly related to HOVIONE’s obligations hereunder, and (B) staff time and related costs necessary to transfer to COMPANY or its designee any API-related Manufacturing information (including, without limitation, any documentation, technical information and materials). All transfers of any API-related Manufacturing information and all claims and demands that Employee now has or hereafter may have against the Company (other than any claims and demands associated timelines for such transfers pursuant to the provisions this Section 9.5 shall be covered in a Statement of the Option Agreement or any other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement Work to be entered into between the Company and Employee or the Nonqualified Stock Option Agreement and Stock Purchase Warrant issued by the Company to Employee in connection with the acquisition by the Company Parties within [*****] of Digital Interiors (the "Digital Interiors Agreements"), the full satisfaction and final settlement of which claims and demands shall be controlled by the Option Agreement or such other Incentive Stock Option Agreement or Nonqualified Stock Option Agreement): (a) Termination Without Cause By the Company or with Good Reason by Employee. In the event that Employee's employment shall be terminated by the Company pursuant to Section 4.1(c) hereof:, or by Employee pursuant to Section 4.1(f) hereof, the Company shall pay Employee (a) all Base Salary earned but unpaid through the date of termination, in accordance with the Company's then existing payroll practices. Base Salary shall be paid with the payroll immediately after the termination of Employee's employment and (b) any Bonus earned on or prior to i (late of termination, but not yet paid, which such Bonus shall be paid with the payroll immediately alter the termination of Employee's employment and (c) Base Salary and existing benefits for t period covering the remaining term of the this Agreement, or for one year, whichever is greater, from the date of termination. n In addition, (i) the Company shall reimburse Employee for any expense incurred through the date COMPANY shall, upon written request from HOVIONE, at HOVIONE’s discretion, promptly either return or destroy all Confidential Information of such termination in accordance with Section 3.2 hereof, (ii) the Company shall provide Employee with executive outplacement services reasonably acceptable to Employee, au (iii) with respect to a termination by the Company without Cause HOVIONE that COMPANY received pursuant to Section this Agreement; provided that, COMPANY may retain one (c1) or a termination by Employee pursuant to Section 4.1(f) hereof; copy of all stock options such Confidential Information of HOVIONE for the Company then issued to Employee (the "Options") shall become fully vested sole purpose of monitoring its ongoing obligations of confidentiality and exercisable as of the date of such termination and shall continue to be exercisable for a period of three (3) years after the date of such termination with respect to all shares of the Company's Common Stock subject to the Optionnon-use under this Agreement.