Common use of Severance Upon Involuntary Termination Clause in Contracts

Severance Upon Involuntary Termination. Subject to Sections 4(d) and 9(o) and Executive’s continued compliance with Section 5, if Executive’s employment is Involuntarily Terminated, Executive shall be entitled to receive, in lieu of any severance benefits to which Executive may otherwise be entitled under any severance plan or program of the Company, the benefits provided below: (i) the Company shall pay to Executive his fully earned but unpaid base salary, when due, through the date of Executive’s Involuntary Termination at the rate then in effect, accrued and unused PTO, plus all other benefits, if any, under any Company group retirement plan, nonqualified deferred compensation plan, equity award plan or agreement, health benefits plan or other Company group benefit plan to which Executive may be entitled pursuant to the terms of such plans or agreements at the time of Executive’s Involuntary Termination (the “Accrued Obligations”); (ii) Executive shall be entitled to receive severance pay in an amount equal to (A) Executive’s monthly base salary as in effect immediately prior to the date of Executive’s Involuntary Termination, multiplied by (B) the Severance Multiplier (as defined below), which amount shall be payable in a lump sum sixty (60) days following Executive’s Involuntary Termination. For purposes of this Section 4, “Severance Multiplier” shall mean the sum of (1) nine (9) plus (2) one (1) month for each additional twelve-month period of Executive’s employment with the Company or its affiliates (including Zeno Pharmaceuticals, Inc.) following September 1, 2015; provided, however, that the Severance Multiplier shall not exceed twelve (12);

Severance Upon Involuntary Termination. Subject to Sections 4(d) and 9(o) and Executive’s continued compliance with Section 5, if Executive’s employment is Involuntarily Terminated, Executive shall be entitled to receive, in lieu of any severance benefits to which Executive may otherwise be entitled under any severance plan or program of the Company, the benefits provided below: : (i) the Company shall pay to Executive his her fully earned but unpaid base salary, when due, through the date of Executive’s Involuntary Termination at the rate then in effect, accrued and unused PTO, plus all other benefits, if any, under any Company group retirement plan, nonqualified deferred compensation plan, equity award plan or agreement, health benefits plan or other Company group benefit plan to which Executive may be entitled pursuant to the terms of such plans or agreements at the time of Executive’s Involuntary Termination (the “Accrued Obligations”); ; (ii) Executive shall be entitled to receive severance pay in an amount equal to (A) Executive’s monthly base salary as in effect immediately prior to the date of Executive’s Involuntary Termination, multiplied by (B) the Severance Multiplier twelve (as defined below12), which amount shall be payable in a lump sum sixty (60) days following Executive’s Involuntary Termination. For purposes ; (iii) Executive shall be entitled to receive Executive’s Target Bonus for the year in which Executive’s Involuntary Termination occurs, prorated for the portion of this Section 4, “Severance Multiplier” shall mean the sum of (1) nine (9) plus (2) one (1) month for each additional twelve-month period year that has elapsed prior to the date of Executive’s employment with the Company or its affiliates Involuntary Termination, which amount shall be payable in a lump sum sixty (including Zeno Pharmaceuticals, Inc.60) days following September 1, 2015; provided, however, that the Severance Multiplier shall not exceed twelve (12)Executive’s Involuntary Termination;

Severance Upon Involuntary Termination. Subject to Sections 4(d) and 9(o) and Executive’s continued compliance with Section 5, if Executive’s employment is Involuntarily Terminated, Executive shall be entitled to receive, in lieu of any severance benefits to which Executive may otherwise be entitled under any severance plan or program of the Company, the benefits provided below: : (i) the Company shall pay to Executive his fully earned but unpaid base salary, when due, through the date of Executive’s Involuntary Termination at the rate then in effect, accrued and unused PTO, plus all other benefits, if any, under any Company group retirement plan, nonqualified deferred compensation plan, equity award plan or agreement, health benefits plan or other Company group benefit plan to which Executive may be entitled pursuant to the terms of such plans or agreements at the time of Executive’s Involuntary Termination (the “Accrued Obligations”); ; (ii) Executive shall be entitled to receive severance pay in an amount equal to (A) Executive’s monthly base salary as in effect immediately prior to the date of Executive’s Involuntary Termination, multiplied by (B) the Severance Multiplier twelve (as defined below12), which amount shall be payable in a lump sum sixty (60) days following Executive’s Involuntary Termination. For purposes ; (iii) Executive shall be entitled to receive Executive’s Target Bonus for the year in which Executive’s Involuntary Termination occurs, prorated for the portion of this Section 4the year US-DOCS\117414937.4 5 (A) in the event of Executive’s Involuntary Termination within eighteen (18) months following a Change in Control, “Severance Multiplier” shall mean the sum of (1) nine the references to twelve (912) plus months in clauses (ii) and (iv) shall be increased to eighteen (18) months, and (2) one in lieu of the amount in clause (1iii) month above, Executive shall be entitled to receive an amount equal to one-and-a-half times (1.5x) Executive’s Target Bonus for each additional twelve-month period the year in which Executive’s Involuntary Termination occurs, which amounts shall be payable as provided in clauses (ii), (iii) and (iv) above, and (B) in the event of Executive’s employment with Involuntary Termination at any time following a Change in Control, all of Executive’s Stock Awards will vest on an accelerated basis effective as of the Company date of Executive’s Involuntary Termination. The foregoing provisions are hereby deemed to be a part of each Stock Award and to supersede any less favorable provision in any agreement or its affiliates plan regarding such Stock Award (including Zeno Pharmaceuticalsand, Inc.) following September 1for the avoidance of doubt, 2015; providedif any Stock Award is subject to more favorable vesting pursuant to any agreement or plan regarding such Stock Award, however, that the Severance Multiplier such more favorable provisions shall continue to apply and shall not exceed twelve be limited by this clause (12v);).