Common use of Separation from Service without Cause or for Good Reason Prior to a Change in Control Clause in Contracts

Separation from Service without Cause or for Good Reason Prior to a Change in Control. In the event of the Employee’s separation from service from the Company without Cause or for Good Reason, and provided that Employee delivers to the Company a signed settlement agreement and general release of claims in favor of the Company in the form attached hereto as Exhibit B (the “Release”), and satisfies all conditions to make the Release effective, within sixty (60) days following Employee’s separation from service, then, in addition to the Accrued Compensation, Employee shall be entitled to the following: (a) Lump sum payment equal to twelve (12) months of Employee’s then current Base Salary; (b) Lump sum payment equal to Employee’s then applicable annual Target Bonus, calculated at full attainment; (c) Provided Employee timely elects to continue health coverage under COBRA, reimbursement for any monthly COBRA premium payments made by Employee in the Twelve (12) months following Employee’s separation from service\; and (d) Acceleration as to 100% of Employee’s unvested equity awards from the Company.

Separation from Service without Cause or for Good Reason Prior to a Change in Control. In the event of the Employee’s separation from service from the Company without Cause or for Good Reason, and provided that Employee delivers to the Company a signed settlement agreement and general release of claims in favor of the Company in the form attached hereto as Exhibit B (the “Release”), and satisfies all conditions to make the Release effective, within sixty (60) days following Employee’s separation from service, then, in addition to the Accrued Compensation, Employee shall be entitled to the following: (a) Lump sum payment equal to twelve eighteen (1218) months of Employee’s then current Base Salary; (b) Lump sum payment equal to Employee’s then applicable annual Target Bonus, calculated at full attainment; (c) Provided Employee timely elects to continue health coverage under COBRA, reimbursement for any monthly COBRA premium payments made by Employee in the Twelve (12) months following Employee’s separation from service\; and (d) Acceleration as to 100% of Employee’s unvested equity awards from the Company.