Common use of Renewal by the Company after the Initial Term and Severance Package if not renewed Clause in Contracts

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant in writing at least 90 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next three-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 calendar day Company's Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a three-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 90-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the Consultant's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx all of the amounts otherwise payable to the Consultant under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx the following amounts in the following manner, however, subject, at all times, to the Consultant's ongoing compliance with the Consultant's obligations under Article "5" hereinbelow, such ongoing compensation representing the Consultant's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period during which this Agreement was in force and effect and during which General Services were rendered hereunder, payable by the Company to the Consultant on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant to the date of the Effective Termination Date and, subject to the Consultant's prior compliance with the provisions of section "4.5" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.7" and "4.8" hereinbelow, confirmation that all of the Consultant's and Xx. Xxxxxx'x then issued and outstanding and vested "Options" (as hereinafter defined) in and to the Company as at the Effective Termination Date are exercisable for a period of one year from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the Consultant's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx for a period ending two years from the Effective Termination Date (the "Benefits Extension").

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant Executive in writing at least 90 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next three-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 calendar day Company's Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a three-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 90-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the ConsultantExecutive's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx Executive all of the amounts otherwise payable to the Consultant Executive under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx Executive under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx Executive the following amounts in the following manner, however, subject, at all times, to the ConsultantExecutive's ongoing compliance with the ConsultantExecutive's obligations under Article "5" hereinbelow, such ongoing compensation representing the ConsultantExecutive's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period during which this Agreement was in force and effect and during which General Services were rendered hereunder, payable by the Company to the Consultant Executive on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant Executive to the date of the Effective Termination Date and, subject to the ConsultantExecutive's prior compliance with the provisions of section "4.5" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx the Executive to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.7" and "4.8" hereinbelow, confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then issued and outstanding and vested "Options" (as hereinafter defined) in and to the Company as at the Effective Termination Date are exercisable for a period of one year from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx Executive for a period ending two years from the Effective Termination Date (the "Benefits Extension").

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "“3.3"”, "“3.4"”, "“3.5"”, "“3.6", "3.7", "3.8" ” and "“5.3" ” hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The If the Company agrees intends to notify not renew this Agreement, whether at the Consultant in writing end of the Initial Term or any Renewal Period, then the Company will provide written notice to the Executive (a “Company’s Non-Renewal Notice”) at least 90 30 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (or the "Company's Non-Renewal Notice")Period, as applicable. Should If the Company fail fails to provide a Company's ’s Non-Renewal NoticeNotice at the end of the Initial Term, then this Agreement shall automatically renew on a threeone-month to threeone-month term renewal basis after the Initial Term until otherwise specifically renewed in writing Term, or for such other period as agreed to by each of the Parties hereto for the next three-month term of at that time (any such renewal orperiod, otherwisea “Renewal Period”), until terminated upon delivery by the Company by delivery of a corresponding and follow-up 90 calendar day Company's ’s Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder)as provided hereinabove. Any such Renewal Period on a three-month basis shall will be on the same terms and conditions contained herein unless such terms are modified and agreed to in writing by the Parties in advance. Should the Company, however, provide Following delivery of a Company's ’s Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 that has been provided at least 30 calendar days prior to the end of such the Initial Term or Renewal Period as the case may be (in such case, the end day immediately following the final day of such 90-day period from such Company's Non-Initial Term or Renewal Notice Period, as applicable, being the "“Effective Termination Date" herein”), (i) the Consultant's ongoing obligation Executive will continue to provide the General Services will continue until the Effective Termination Date and, subject to and (ii) the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall Company will continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx Executive all of the amounts otherwise payable to the Consultant Executive under Article "“4" ” hereinbelow until the Effective Termination Date. In this regard, and in addition to all the payment of such amounts by the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx under Article "4" hereinbelow until the Effective Termination DateCompany, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx Executive the following amounts and in the following mannermanner (collectively, howeverthe “Severance Package”), subject, at all times, to the Consultant's Executive’s ongoing material compliance with the Consultant's Executive’s obligations under Article "“5" ” hereinbelow, such ongoing Severance Package compensation representing the Consultant's Executive’s clear and unequivocal Severance Package severance package for the non-renewal of this Agreement by the Company upon the completion of the Initial Term or any Renewal Period of this AgreementPeriod: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, any Fees and any portion thereof, of the Initial Term and any Renewal Period during which this Agreement was in force and effect and during which General Services were rendered hereunder, Bonuses payable by the Company to the Consultant on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant to the date of the Effective Termination Date and, subject to the Consultant's prior compliance with the provisions of section "4.5" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx to the date of Executive under Article “4” hereinbelow until the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "“Outstanding Fees and Bonuses”); (b) any Expense payment reimbursements which would then be due and owing by the Company to the Executive under this Agreement to the Effective Termination Date and, subject to the Executive’s prior compliance with the provisions of section “4.5” hereinbelow, payable within 14 calendar days of the Effective Termination Date (the “Outstanding Expense Reimbursements”); (c) any pro rata and unused Vacation pay which would then be due and owing by the Company to the Executive under this Agreement to the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the “Outstanding Vacation Pay"”); (d) subject to the provisions of sections "“4.6” and “4.7" and "4.8" ” hereinbelow, confirmation that all of the Consultant's and Xx. Xxxxxx'x Executive’s then issued and outstanding and vested "unvested stock Options" (as hereinafter defined) in and , together with any other options or equity awards granted by the Company to the Company Executive as at of the Effective Termination Date Date, shall immediately vest; such that any such stock Options, options and equity awards are then fully and immediately exercisable by the Executive; and shall continue to be exercisable for a period of one year 90 calendar days from the Effective Termination Date (the "“Options Extension"”); and (e) confirmation that all of the Consultant's and Xx. Xxxxxx'x Executive’s then "Benefits" (as hereinafter defined) Benefits coverage would be extended to the Consultant and Xx. Xxxxxx Executive for a period ending two years 90 calendar days from the Effective Termination Date (the "Benefits Extension")Date.

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant in writing at least 90 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next three-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 calendar day Company's Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a three-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 90-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the Consultant's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx all of the amounts otherwise payable to the Consultant under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx the following amounts in the following manner, however, subject, at all times, to the Consultant's ongoing compliance with the Consultant's obligations under Article "5" hereinbelow, such ongoing compensation representing the Consultant's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period under each of the Underlying Agreement (that being already from July 23, 2009 to the Effective Date hereof) and during which this Agreement was in force and effect and during which General Services were rendered under the Underlying Agreement and hereunder, together with the Consultant's average annual Bonus during the most recent two years, payable by the Company to the Consultant on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant to the date of the Effective Termination Date under each of the Underlying Agreement and this Agreement and, subject to the Consultant's prior compliance with the provisions of section "4.54.4" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx under each of the Underlying Agreement and this Agreement to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.74.6" and "4.84.7" hereinbelow, confirmation that all of the Consultant's and Xx. Xxxxxx'x then issued and outstanding and vested unvested stock "Options" (as hereinafter defined) in and to ), together with any other options or equity awards granted by the Company to either the Consultant or Xx. Xxxxxx as at the Effective Termination Date Date, shall immediately vest; such that any such stock Options, options and equity awards are then fully and immediately exercisable by the Consultant and Xx. Xxxxxx; and shall continue to be exercisable for a period of one year two years from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the Consultant's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx for a period ending two years from the Effective Termination Date (the "Benefits Extension").

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant Executive in writing at least 90 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next three-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 calendar day Company's Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a three-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 90-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the ConsultantExecutive's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx Executive all of the amounts otherwise payable to the Consultant Executive under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx Executive under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx Executive the following amounts in the following manner, however, subject, at all times, to the ConsultantExecutive's ongoing compliance with the ConsultantExecutive's obligations under Article "5" hereinbelow, such ongoing compensation representing the ConsultantExecutive's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period during which this Agreement was in force and effect and during which General Services were rendered hereunder, together with the Executive's annual Bonus during the most recent year, payable by the Company to the Consultant Executive on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant Executive to the date of the Effective Termination Date under this Agreement and, subject to the ConsultantExecutive's prior compliance with the provisions of section "4.54.4" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx the Executive under this Agreement to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.74.6" and "4.84.7" hereinbelow, confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then issued and outstanding and vested unvested stock "Options" (as hereinafter defined) in and ), together with any other options or equity awards granted by the Company to the Company Executive as at the Effective Termination Date Date, shall immediately vest; such that any such stock Options, options and equity awards are then fully and immediately exercisable by the Executive; and shall continue to be exercisable for a period of one year from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx Executive for a period ending two years one year from the Effective Termination Date (the "Benefits Extension").

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant Executive in writing at least 90 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next three-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 calendar day Company's Non-Renewal Notice in connection with and within 90 calendar days prior to the end of any such three-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a three-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 90-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the ConsultantExecutive's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx Executive all of the amounts otherwise payable to the Consultant Executive under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx Executive under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx Executive the following amounts in the following manner, however, subject, at all times, to the ConsultantExecutive's ongoing compliance with the ConsultantExecutive's obligations under Article "5" hereinbelow, such ongoing compensation representing the ConsultantExecutive's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period under each of the Underlying Agreement (that being already from July 23, 2009 to the Effective Date hereof) and during which this Agreement was in force and effect and during which General Services were rendered under the Underlying Agreement and hereunder, together with the Executive's average annual Bonus during the most recent two years, payable by the Company to the Consultant Executive on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant Executive under each of the Underlying Agreement and this Agreement to the date of the Effective Termination Date under each of the Underlying Agreement and this Agreement and, subject to the ConsultantExecutive's prior compliance with the provisions of section "4.54.4" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx the Executive under each of the Underlying Agreement and this Agreement to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.74.6" and "4.84.7" hereinbelow, confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then issued and outstanding and vested unvested stock "Options" (as hereinafter defined) in and together with any other options or equity awards granted by the Company to the Company Executive as at the Effective Termination Date Date, shall immediately vest; such that any such stock Options, options and equity awards are then fully and immediately exercisable by the Executive; and shall continue to be exercisable for a period of one year two years from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx Executive for a period ending two years from the Effective Termination Date (the "Benefits Extension").

Renewal by the Company after the Initial Term and Severance Package if not renewed. Subject at all times to sections "3.3", "3.4", "3.5", "3.6", "3.7", "3.8" and "5.3" hereinbelow, this Agreement shall renew automatically if not specifically terminated in accordance with the following provisions. The Company agrees to notify the Consultant Executive in writing at least 90 30 calendar days prior to the end of the Initial Term of its intent not to renew this Agreement (the "Company's Non-Renewal Notice"). Should the Company fail to provide a Company's Non-Renewal Notice, this Agreement shall automatically renew on a three-month to three-month term renewal basis after the Initial Term until otherwise specifically renewed in writing by each of the Parties hereto for the next threeone-month term of renewal or, otherwise, terminated upon delivery by the Company of a corresponding and follow-up 90 30 calendar day Company's Non-Renewal Notice in connection with and within 90 30 calendar days prior to the end of any such threeone-month term renewal period (in each such instance a "Renewal Period" hereunder). Any such Renewal Period on a threeone-month basis shall be on the same terms and conditions contained herein unless modified and agreed to in writing by the Parties in advance. Should the Company, however, provide a Company's Non-Renewal Notice either during the Initial Term or during any Renewal Period hereunder and within 90 30 calendar days prior to the end of such Initial Term or Renewal Period as the case may be (the end of such 9030-day period from such Company's Non-Renewal Notice being the "Effective Termination Date" herein), the ConsultantExecutive's ongoing obligation to provide the General Services will continue until the Effective Termination Date and, subject to the following severance package (the "Severance Package" herein) obligation of the Company, the Company's shall continue to be obligated to provide and to pay to the Consultant and to Xx. Xxxxxx Executive all of the amounts otherwise payable to the Consultant Executive under Article "4" hereinbelow until the Effective Termination Date. In this regard, and in addition to all of the amounts otherwise due and payable to the Consultant and Xx. Xxxxxx Executive under Article "4" hereinbelow until the Effective Termination Date, the Company shall also pay and provide to the Consultant and Xx. Xxxxxx Executive the following amounts in the following manner, however, subject, at all times, to the ConsultantExecutive's ongoing compliance with the ConsultantExecutive's obligations under Article "5" hereinbelow, such ongoing compensation representing the ConsultantExecutive's clear and unequivocal Severance Package for the non-renewal of this Agreement upon the completion of the Initial Term or any Renewal Period of this Agreement: (a) an additional severance cash payment equating to an aggregate of four months one month of the then monthly "Fee" (as hereinafter defined) for each full year, and any portion thereof, of the Initial Term and any Renewal Period during which this Agreement was in force and effect and during which General Services were rendered hereunder, payable by the Company to the Consultant Executive on the Effective Termination Date; and payable within 14 calendar days of the Effective Termination Date; (b) any "Expense" (as hereinafter defined) payment reimbursements which would then be due and owing by the Company to the Consultant Executive to the date of the Effective Termination Date and, subject to the ConsultantExecutive's prior compliance with the provisions of section "4.5" hereinbelow, payable within 14 calendar days of the Effective Termination Date (the "Outstanding Expense Reimbursements"); (c) any pro rata and unused "Vacation" (as hereinafter defined) pay which would then be due and owing by the Company to Xx. Xxxxxx the Executive to the date of the Effective Termination Date and payable within 14 calendar days of the Effective Termination Date (the "Outstanding Vacation Pay"); (d) subject to the provisions of sections "4.7" and "4.8" hereinbelow, confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then issued and outstanding and vested "Options" (as hereinafter defined) in and to the Company as at the Effective Termination Date are exercisable for a period of one year 90 calendar days from the Effective Termination Date (the "Options Extension"); and (e) confirmation that all of the ConsultantExecutive's and Xx. Xxxxxx'x then "Benefits" (as hereinafter defined) coverage would be extended to the Consultant and Xx. Xxxxxx Executive for a period ending two years 90 calendar days from the Effective Termination Date (the "Benefits Extension").