Common use of Good Reason; Without Cause Clause in Contracts

Good Reason; Without Cause. In the event the Executive’s employment is terminated by the Corporation without Cause or by the Executive for Good Reason and subject to the receipt by the Corporation of an originally executed “waiver and release” (in the form as attached hereto as Exhibit “A”) within 5 days of the Date of Termination, the Corporation shall provide to the Executive the following: (i) a payment equivalent to (x) one month per year of service, to a maximum of 18 months (the “Notice Period”), of the Executive’s Base Salary plus (y) 50% of the Executive’s eligible target annual bonus amount for the then-current year to be paid in equal installments in the form of salary continuation during the Notice Period in accordance with the Corporation’s regular payroll practices; (ii) the sum of (1) the Executive’s Base Salary through the Date of Termination to the extent unpaid, (2) any Annual Bonus which has been accrued and earned from the previous fiscal year but unpaid, to be paid in equal installments for the length of the Notice Period practices, (3) any accrued and unused vacation pay owing to the Date of Termination and (4) any business expenses incurred by the Executive that are unreimbursed as of the Date of Termination (the sum of the amounts described in clauses (1), (2), (3) and (4) shall be hereinafter referred to as the “Accrued Obligations”); and (iii) the Executive and any eligible dependants shall continue to participate in Corporation’s Benefit Plans for the length of the Notice Period, to the extent permitted by the insurer and in accordance with the terms of such plans.

Good Reason; Without Cause. In the event the Executive’s employment is terminated by the Corporation without Cause or by the Executive for Good Reason and subject to the receipt by the Corporation of an originally executed “waiver and release” (in the form as attached hereto as Exhibit “A”) B to this agreement within 5 days of the Date of Termination, the Corporation shall provide to the Executive the following: (i) a payment equivalent to (x) of the greater of three months, or one month per year of service, service to a maximum of 18 months 12 months, of the Executive’s Monthly Base Salary (the “Notice Period”), of the Executive’s Base Salary plus (y) 50% of the Executive’s eligible target annual bonus amount for the then-current year to be paid in equal installments in the form of salary continuation during the Notice Period in accordance with the Corporation’s regular payroll practices;; and (ii) the sum of (1) the Executive’s Base Salary through the Date of Termination to the extent unpaid, (2) any Annual Bonus which has been accrued and earned from the previous fiscal year but unpaid, to be paid in equal installments for the length of the Notice Period practices, (3) any accrued and unused vacation pay owing to the Date of Termination and (43) any business expenses incurred by the Executive that are unreimbursed as of the Date of Termination (the sum of the amounts described in clauses (1), (2), (3) and (43) shall be hereinafter referred to as the “Accrued Obligations”); and (iii) the Executive and any eligible dependants shall continue to participate in Corporation’s Benefit Plans for the length of the Notice Period, to the extent permitted by the insurer and in accordance with the terms of such plans.