Common use of Resignation with Good Reason Clause in Contracts

Resignation with Good Reason. If the Executive resigns his employment for “Good Reason” pursuant to Paragraph 4(e) of this Agreement after the Company has consummated the First Financing, then the Company shall pay the Executive that ratable amount of Executive’s Annual Compensation which the Executive would earn earn in 12 months based on Executive’s then-current base salary and target bonus level during the Severance Period (as defined in Section 5(d), above). If Executive resigns his employment for “Good Reason” pursuant to Paragraph 4(e) of this Agreement prior to the First Financing, Executive shall not receive any severance. All Stock Options granted to Executive prior to Executive’s departure for “Good Reason” shall remain vested and exercisable for the period of time set forth in Executive’s Option Award Agreement. The Company shall continue to vest options and stock awards during the Severance Period in accordance with the vesting schedule set forth in Section 5(d) above (e.g. the same as if Executive were Terminated for Cause). Thereafter, the Company shall have no further obligation to the Executive under this Agreement. Payment of the Executive’s separation pay benefit under this Section 5(e) shall be made in accordance with the payment provisions of Section 5(d), above.

Resignation with Good Reason. If the Executive resigns his employment for “Good Reason” pursuant to Paragraph 4(e) of this Agreement after the Company has consummated the First FinancingAgreement, then the Company shall pay the Executive that ratable amount the Severance Payment described in Section 5(d) above. .. Following the resignation for Good Reason, Executive shall continue to participate in all other benefit plans of Executive’s Annual Compensation which the Executive would earn earn in 12 months based on Executive’s then-current base salary and target bonus level Company during the Severance Period (as defined in Section 5(d)Period, above). If Executive resigns his employment for “Good Reason” pursuant to Paragraph 4(e) of this Agreement prior except to the First Financing, Executive shall not receive extent prohibited by law or any severanceapplicable employee benefit plan. All Stock Options granted to Executive prior to Executive’s departure for “Good Reason” shall remain vested and exercisable for the period of time set forth in Executive’s Option Award Agreement. The Company shall continue to vest options and stock awards during the Severance Period in accordance with the vesting schedule set forth in Section 5(d) above (e.g. the same as if Executive were Terminated for Cause). Thereafter, the Company shall have no further obligation to the Executive under this Agreement. Payment of the Executive’s separation pay benefit under this Section 5(e) shall be made in accordance with the payment provisions of Section 5(d), above. Payment of the Executive’s separation pay benefit under this Section 5(e) shall be made in accordance with the payment provisions of Section 5(d), above.