Common use of Disability or Death Clause in Contracts

Disability or Death. (i) The Employment Term and Executive’s employment hereunder shall terminate upon Executive’s death. If Executive becomes physically or mentally incapacitated so as to be unable to perform the essential functions of Executive’s duties (such incapacity is hereinafter referred to as “Disability”), then (A) the CEO may allow another officer of the Company to perform Executive’s duties and responsibilities during the period of such Disability, and (B) if such Disability continues for 120 consecutive days or 180 days during any consecutive 360 day period, the CEO may terminate Executive’s employment under this Agreement. If any question shall arise as to whether, during any period Executive is disabled so as to be unable to perform the essential functions of Executive’s then existing position or positions with or without reasonable accommodation, Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company, to whom Executive or Executive’s guardian has no reasonable objection, as to whether Executive is so disabled and how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and Executive shall fail to submit such certification, the Company’s determination of such issue shall be binding on Executive. Nothing in this Section 7(b) shall be construed to waive Executive’s rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 1933, 29 U.S.C. ss.2601 et seq. and the Americans With Disabilities Act, 424 S.C. ss.12101 et seq. (ii) Upon termination of Executive’s employment hereunder for either Disability or death, Executive or Executive’s estate (as the case may be) shall be entitled to receive: (A) the Accrued Rights; and (B) fifty percent (50%) of the Base Salary (the “Target Annual Bonus”) multiplied by a fraction, the numerator of which is the number of days of the calendar year of termination that shall have elapsed through the date of Executive’s termination of employment and the denominator of which is 365. Following Executive’s termination of employment due to death or Disability, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

Disability or Death. (i) The Employment Term and Executive’s employment hereunder shall terminate upon Executive’s death. If Executive becomes physically or mentally incapacitated so as to be unable to perform the essential functions of Executive’s duties (such incapacity is hereinafter referred to as “Disability”), then (A) the CEO may allow another officer of the Company to perform Executive’s duties and responsibilities during the period of such Disability, and (B) if such Disability continues for 120 consecutive days or 180 days during any consecutive 360 day period, the CEO may terminate Executive’s employment under this Agreement. If any question shall arise as to whether, during any period Executive is disabled so as to be unable to perform the essential functions of Executive’s then existing position or positions with or without reasonable accommodation, Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company, to whom Executive or Executive’s guardian has no reasonable objection, as to whether Executive is so disabled and how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and Executive shall fail to submit such certification, the Company’s determination of such issue shall be binding on Executive. Nothing in this Section 7(b) shall be construed to waive Executive’s rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 1933, 29 U.S.C. ss.2601 et seq. and the Americans With Disabilities Act, 424 S.C. ss.12101 et seq. (ii) Upon termination of Executive’s employment hereunder for either Disability or death, Executive or Executive’s estate (as the case may be) shall be entitled to receive: (A) the Accrued Rights; and (B) fifty percent (50%) of the Base Salary (the “Target Annual Bonus”) Bonus multiplied by a fraction, the numerator of which is the number of days of the calendar year of termination that shall have elapsed through the date of Executive’s termination of employment and the denominator of which is 365. Following Executive’s termination of employment due to death Disability or Disabilitydeath, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

Disability or Death. (i) The Employment Term and Executive’s 's employment hereunder shall terminate upon Executive’s 's death. If Executive becomes physically or mentally incapacitated so as to be unable to perform the essential functions of Executive’s 's duties (such incapacity is hereinafter referred to as “"Disability”"), then (A) the CEO Board may allow another officer of the Company to perform Executive’s 's duties and responsibilities during the period of such Disability, and (B) if such Disability continues for 120 consecutive days or 180 days during any consecutive 360 day period, the CEO Board may terminate Executive’s 's employment under this Agreement. If any question shall arise as to whether, during any period Executive is disabled so as to be unable to perform the essential functions of Executive’s 's then existing position or positions with or without reasonable accommodation, Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company, to whom Executive or Executive’s 's guardian has no reasonable objection, as to whether Executive is so disabled and how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and Executive shall fail to submit such certification, the Company’s 's determination of such issue shall be binding on Executive. Nothing in this Section 7(b) shall be construed to waive Executive’s 's rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 19331993, 29 U.S.C. ss.2601 et seq. and the Americans With with Disabilities Act, 424 S.C. 42 U.S.C. ss.12101 et seq. (ii) Upon termination of Executive’s 's employment hereunder for either Disability or death, Executive or Executive’s 's estate (as the case may be) shall be entitled to receive: (A) the Accrued Rights; and (B) fifty percent (50%) of the Base Salary (the “"Target Annual Bonus”") multiplied by a fraction, the numerator of which is the number of days of the calendar year of termination that shall have elapsed through the date of Executive’s 's termination of employment and the denominator of which is 365. Following Executive’s 's termination of employment due to death or Disability, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

Disability or Death. (i) The Employment Term and Executive’s 's employment hereunder shall terminate upon Executive’s 's death. If Executive becomes physically or mentally incapacitated so as to be unable to perform the essential functions of Executive’s 's duties (such incapacity is hereinafter referred to as “"Disability”"), then (A) the CEO Board may allow another officer of the Company to perform Executive’s 's duties and responsibilities during the period of such Disability, and (B) if such Disability continues for 120 consecutive days or 180 days during any consecutive 360 day period, the CEO Board may terminate Executive’s 's employment under this Agreement. If any question shall arise as to whether, during any period Executive is disabled so as to be unable to perform the essential functions of Executive’s 's then existing position or positions with or without reasonable accommodation, Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company, to whom Executive or Executive’s 's guardian has no reasonable objection, as to whether Executive is so disabled and how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and Executive shall fail to submit such certification, the Company’s 's determination of such issue shall be binding on Executive. Nothing in this Section 7(b) shall be construed to waive Executive’s 's rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 19331993, 29 U.S.C. ss.2601 et seq. and the Americans With Disabilities with DisabilitieS Act, 424 S.C. 42 U.S.C. ss.12101 et seq. (ii) Upon termination of Executive’s 's employment hereunder for either Disability or death, Executive or Executive’s 's estate (as the case may be) shall be entitled to receive: (A) the Accrued Rights; and (B) fifty percent (50%) of the Base Salary (the “"Target Annual Bonus”") multiplied by a fraction, the numerator of which is the number of days of the calendar year of termination that shall have elapsed through the date of Executive’s 's termination of employment and the denominator of which is 365. Following Executive’s 's termination of employment due to death or Disability, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

Disability or Death. (i) The Employment Term and Executive’s 's employment hereunder shall terminate upon Executive’s 's death. If Executive becomes physically or mentally incapacitated so as to be unable to perform the essential functions of Executive’s 's duties (such incapacity is hereinafter referred to as “"Disability”"), then (A) the CEO Board may allow another officer of the Company to perform Executive’s 's duties and responsibilities during the period of such Disability, and (B) if such Disability continues for 120 one hundred twenty (120) consecutive days or 180 one hundred eighty (180) days during any consecutive 360 three hundred sixty (360) day period, the CEO Board may terminate Executive’s 's employment under this Agreement. If any question shall arise as to whether, during any period Executive is disabled so as to be unable to perform the essential functions of Executive’s 's then existing position or positions with or without reasonable accommodation, Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company, to whom Executive or Executive’s 's guardian has no reasonable objection, as to whether Executive is so disabled and how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and Executive shall fail to submit such certification, the Company’s 's determination of such issue shall be binding on Executive. Nothing in this Section 7(b) shall be construed to waive Executive’s 's rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 19331993, 29 U.S.C. ss.2601 et seq. and the Americans With with Disabilities Act, 424 S.C. 42 U.S.C. ss.12101 et seq. (ii) Upon termination of Executive’s 's employment hereunder for either Disability or death, Executive or Executive’s 's estate (as the case may be) shall be entitled to receive: (A) the Accrued Rights; and (B) fifty seventy-five percent (5075%) of the Base Salary (the “"Target Annual Bonus”") multiplied by a fraction, the numerator of which is the number of days of the calendar year of termination that shall have elapsed through the date of Executive’s 's termination of employment and the denominator of which is 365. Following Executive’s 's termination of employment due to death or Disability, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.