Common use of Termination and Severance Pay Clause in Contracts

Termination and Severance Pay. A. In the event Employee is terminated by the Board before the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, at any time during the term of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In If the event Employee is terminated by the Board before Council during such time that the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his the duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance planCity Manager, except as provided in paragraph C., then Employer shall the City will pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, severance pay as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value in paragraph B. B. of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causesection. B. In the event of termination as provided in A above, the Employee shall be entitled to six (6) months salary and benefits to be paid on a monthly basis following the Employee’s termination. The benefits provided as part of termination shall be those benefits that the Employee has at the time of termination, but shall not include the provision of an automobile or the automobile expense allowance or , a house or housing allowance, nor shall it include the continued accrual of personal leave. The six (6) months salary and benefits shall be an entitlement accrued under the conditions referenced herein and shall be paid without regard to whether the Employee has secured other comparable employment. C. If the Employee is terminated by the Board before the expiration because of the term Employee’s conviction of this agreement with just causeany illegal actinvolving personal gain to the Employee, then the Board City shall have no obligation to pay the Severance Compensation set forth severance designated in Section 3A.this section. C. In D. If the event Employee is terminated due to the Boardinability due to disability to perform the duties and functions of the position, the Employee shall be afforded the benefits of the City’s Personal Leave Program until the Employee becomes eligible for long-term disability and then shall be paid long-term disability benefits in accordance with the City’s disability program. E. The City Council retains the authority to suspend the Employee, with or without pay, or to otherwise discipline the Employee in the same manner in which a department director may be disciplined, except that any disciplinary action shall be taken only after notice and opportunity for a prompt hearing (i.e., within 14 days after notice) and prompt resolution of the matter by a vote of a majority of the City Council. F. If the Council at any time during the term employment of this Agreement, the Employee reduces the salary or other financial benefits of the Employee in a greater percentage than an applicable across- across-the-board reduction for all employees of foras applied to department directorsall the Board, City employees; or in if the event the Board City Council refuses, following written notice, to comply with any other provision benefiting Employee herein, the Employee; or the Employee resigns following a written request suggestion, whether formal or informal, by a majority of the Board City Council that he the Employee resign, then, in that event, ; the Employee may, may at his option, the Employee’s option be deemed to be "terminated without just causeterminated" as of at the date of such reduction, reduction or such refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position comply with the Board before the expiration meaning and context of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the herein severance pay provisions contained in Section 3A hereofprovision. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. If Employee is terminated by the Employer for any reason other than conviction of a felony, as set forth in subparagraph (D) below, or voluntary resignation as described in subparagraph (F) below, Employer agrees to pay Employee a sum calculated as six (6) months aggregate compensation including the payment of all Employer benefits over said period. One additional month of compensation shall be added each year beginning on January 1, 2024, up to a maximum of twelve (12) months of compensation. B. Employee shall also be compensated for all earned vacation benefits accrued but unused as of the date of termination. Employer shall be entitled to withhold from said payments all amounts required to be withheld pursuant to the laws of the State of Colorado and the laws of the United States of America. C. In all cases it shall be the sole choice of Employee to accept a lump sum payment or to continue to be paid at regular intervals until compensation to which he is entitled pursuant to this Section 3 is exhausted. D. Notwithstanding the above, in the event Employee is terminated by the Board before the expiration because of the term his conviction of this agreement without just cause, and during that time Employee is willing and able to perform his duties under this Agreementa felony, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth any compensation described in Section 3A.paragraphs A, B and C of this Section. C. E. In the event the Board, Employer at any time during the term of this Agreement, Agreement reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- across-the-board reduction reductions for all employees of the Board, Employer (see Section 4 (C) below); or in the event the Board Employer refuses, following written notice, to comply with any other provision benefiting benefitting Employee herein, ; or in the event Employer elects not to renew this agreement; or Employee resigns following a written request formal suggestion by the Board City Council that he resign, then, in that event, ; Employee may, at his option, be deemed to be "terminated without just cause" as of “terminated” at the date of such reduction, reduction or such refusal to comply, or written request non-renewal or suggestion of resignation and Employee the severance benefits described in paragraphs (A) and (B) of this Section 3 shall be entitled payable to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinEmployee. D. F. In the event Employee desires decides to voluntarily resign from his position with the Board before the expiration of the above term of this employmentEmployer, then Employee shall give the Board thirty Employer two (302) days months written notice in advance, unless the parties agree or such lesser amount of advance notice as may be otherwise in writingmutually agreed to. In the event the Employee voluntarily resigns his position, he shall not be entitled to the to, nor shall he receive, severance pay provisions contained in Section 3A hereofthe event of voluntary resignation. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee is terminated removed or discharged by the Board before Commission pursuant to the expiration terms and conditions contained in Section 4.05 of the term City Charter of this agreement without just causethe City of Margate, and during Section 2-70.6 of the City Code, then in that time Employee is willing and able to perform his duties under this Agreement, the Board shall continue event Employer agrees to pay Employee's Employee severance pay in an amount equal to twenty (20) weeks' gross salary for a period of four (4) months after plus the date of termination (dollar value as determined by the "Severance Period") and shall continue Employee's then current health insurance coverage for a period base hourly rate of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant pay of 100% of all types of accumulated leave, and other eligible benefits accrued to the terms date of termination. The dollar value of the Township health insurance plan, then Employer twenty (20) week severance pay payment shall pay be subject to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee applicable Federal withholding tax and Employee's family, if applicable, as provided under the then current township health insurance planSocial Security tax deductions. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by because of his entry of a plea of guilty or conviction of any crime involving moral turpitude related to his duties as City Manager, or in the Board before the expiration of the event Employee is fired for "misconduct" as this term of this agreement with just causeis defined in Sec. 443.036(30), the Board Florida Statutes, Employer shall have no obligation to pay the Severance Compensation set forth aggregate severance sum designated in Section 3A. C. In the event the Board, at any time during the term this section except for payment of this Agreement, reduces the salary or 100% of all accumulated types of leave and other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that eventeligible benefits. If reinstated, Employee may, at shall receive full pay for the period intervening between his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request removal and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinhis reinstatement. D. B. In the event Employee desires to voluntarily resign resigns his position with the Board before the expiration of the above term of this employmentEmployer, then Employee shall give the Board thirty Employer sixty (3060) days written notice in advance, unless the parties agree otherwise in writingagree. In the event the Additionally, Employee voluntarily resigns his position, he shall not be entitled to receive the twenty (20) week severance pay provisions contained in Section 3A hereof. E. For pay. In the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or event of such a nature that it is situation, at its sole option the Commission may require Employee to immediately vacate his position/employment and also to relinquish any and all emoluments of a criminal nature employment with the Employer, with the exception of his salary for said sixty (60) day period or it cannot be correctedany portion thereof, together with any type of accrued leave pay-out and all other eligible benefits accrued to the effective date of resignation. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event the Employee is terminated by pursuant to Paragraph B hereof and the Board before the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his the duties of the position under this Agreementagreement, upon execution of a Separation Agreement and General Release, the Board shall continue Employer agrees to pay Employee's salary for the Employee a period of four lump sum cash payment equal to three (43) months after aggregate annual salary, exclusive of other forms of compensation, less standard withholdings, in addition to the continuation of medical, dental and vision insurance benefits during the three (3) month period immediately following the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) monthstermination. In However, in the event Employer the Employee is terminated because the Employee has been convicted of a misdemeanor or a felony, or if the County determines that the Employee has engaged in unprofessional and improper practice, other than negligence, and breach of public trust, including but not able limited to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance planillegal acts involving personal gain, then Employer shall pay to Employee, for a period of four (4) monthsor moral turpitude, the cost of health County shall be entitled to terminate the Employee immediately without any severance pay, or medical, dental and vision insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causecontinuation aside from COBRA. B. In the event Employee is terminated by the Board before the expiration of Employer at any point during the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, at any time during the term of this Agreement, reduces the salary or other financial benefits of the Employee in a greater percentage than an applicable across- the-board reduction for reductions to all other employees of the BoardEmployer, or in the event the Board if Employer refuses, following a written notice, request to comply with any other provision benefiting Employee herein, ; or the Employee resigns following a written request suggestion, whether formal or informal, by the Board Sheriff that he or she resign, then, in that event, Employee may, at his or her option, be deemed to be "terminated without just cause" as of at the date of such reduction, reduction or refusal to comply, or written request comply within the meaning and Employee shall be entitled to context of the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinherein severance pay provision. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. C. In the event the Employee voluntarily resigns his position, he or her position with the County as Major then the Employee shall not be entitled to give the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of County thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in officeadvance, unless such misfeasancethe parties otherwise agree. The provision for severance pay and continuation of employment benefits detailed in SECTION 3, malfeasance, or nonfeasance is so egregious or of such Paragraph A shall not apply to a nature that it is of a criminal nature or it cannot be correctedvoluntary resignation. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee is terminated by the Board Employer before the expiration of the aforesaid term of this agreement without just employment for reasons other than cause, then in that event, Employer shall pay Employee a lump sum cash payment equal to six months salary, six months retirement, six months automobile allowance, and during that time six months for Employee's cost of COBRA continuation. Further, compensation shall be provided for Employee's accrued leave. Employer must give Employee is willing and able to perform his duties under this Agreementa minimum of sixty (60) days notice of termination for other than cause. During said sixty (60) day period, the Board Employer shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") employee full pay and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causecontract. B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, Employer at any time during the term of this Agreement, Agreement reduces the salary or other financial benefits of Employee for other than cause in a greater percentage than an applicable across- across-the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resignEmployer, then, in that event, Employee Employee, may, at his option, be deemed to be "terminated without just terminated" other than for cause" as of , at the date of such reductionreduction within the meaning and context of the herein severance pay provision. C. In the event that a majority of the Board of Commissioners vote to not renew the employee’s contract, refusal to comply, or written request then and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraphsuch event, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees employee may resign, and such resignation shall not be deemed a "reduction" as provided hereintermination other than for cause. D. In the event Employee desires to voluntarily resign resigns his position with the Board Employer before the expiration of the above aforesaid term of this his employment, then Employee shall give the Board thirty (30) Employer sixty days notice in advance, unless the parties agree otherwise in writingagree. In the event the Employee voluntarily resigns his position, he Employee's resignation shall not be entitled obligate Employer to the provide any severance pay provisions contained described in Section 3A hereofthis section. However, Employer shall pay Employee for accrued leave up to a maximum of 240 hours. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee is terminated by the Board before the expiration of the term of this agreement without just cause, and City Council during that such time as Employee is willing and able to perform his duties under this Agreementagreement, the Board shall continue then in that event Employer agrees to pay Employee's salary for Employee a period of lump sum cash payment equal to four (4) months after the date of termination (the "Severance Period") months’ aggregate salary, health and shall continue Employee's then current health dental insurance coverage for a period of four (4) months. In benefits, and deferred compensation, and, in the event Employer the Employee is not able to maintain Employee's terminated within four months of a City election, an additional four months’ aggregate salary, health and dental insurance coverage pursuant to the terms of the Township health insurance planbenefits, then Employer shall pay to Employeeand deferred compensation; provided, for a period of four (4) monthshowever, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In in the event Employee is terminated by the Board before the expiration of the term of this agreement with just for cause, the Board Employer shall have no obligation to pay the Severance Compensation set forth aggregate severance designated in Section 3A.this paragraph. Cause is defined as but not limited to: Employee’s theft or misappropriation of the City’s property or Employee’s dishonesty; Employee’s failing to cure or correct after receiving specific written notice from the City of the areas of material incompetence or inefficiency; Employee’s material violation of the City’s rules, regulations, or policies; Employee’s willful neglect of duty; Employee’s conviction of a crime or immoral act which would materially damage the reputation of the City or affect the performance of his duties; or Employee’s malfeasance in office. C. B. In the event the Board, Employer at any time during the term of this Agreement, agreement reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- across-the-board reduction for all employees of the BoardCity employees, or in the event the Board Employer refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the “terminated” at that date of such reduction, reduction or such refusal to comply, or written request comply within the meaning and Employee shall be entitled to context of the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinseverance pay provision. D. C. In the event Employee desires to voluntarily resign resigns his position with the Board before the expiration of the above term of this employmentEmployer, then Employee shall give the Board thirty (30) days Employer four weeks’ notice in advance, unless the parties otherwise agree otherwise in writing. In the event that the Employee voluntarily resigns his positionresigns, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation provision set forth under Paragraph 3A. aboveabove does not apply.

Termination and Severance Pay. A. In the event Employee the Auditor is terminated not reappointed by the Board before Council and the expiration Council does not provide at least a 90-day notice, then Employer agrees to pay Auditor a lump sum of the cash payment equal to 20 weeks compensation as “severance” as that term of this agreement without just causeis defined in Florida Statute, §215.425(4)(d), to include benefits and perquisites such as retirement contribution, deferred compensation payments, and during that time Employee is willing and able to perform his duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) monthscar allowance. In the event Employer the Auditor is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance planterminated without cause at any other time, then Employer shall agrees to pay Auditor a lump sum severance equal to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation20 weeks compensation. The parties agree that Auditor shall also be paid out for all earned Paid Time Off (PTO), holidays, and other accrued benefits to-date, calculated at the rate of pay in effect upon termination. If Council provides at least 90 days’ notice of intent not to reappoint, Auditor may voluntarily separate from City and receive severance equal to remaining term under this Severance Compensation employment agreement, and shall constitute Employee's sole also be paid out for all earned PTO, holidays, and exclusive remedy for termination without just causeother accrued benefits to-date, calculated at the rate of pay in effect upon termination. B. In the event Employee the Auditor is terminated by the Board before the expiration of the term of this agreement with just Council without cause, all life, health, dental, and disability insurance and all other Employer provided benefits shall continue in force and coverage, at Employer expense, for a 20-week severance period or until similar coverage is provided to Auditor by a subsequent employer (and in full force and effect) whichever comes first. Said continuation, of group health insurance coverage shall be in addition to any protection afforded Employee by the Board Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA). Coverage under COBRA shall have no obligation to pay begin on the Severance Compensation set forth in Section 3A.date all coverage extended under the severance provisions herein expires. C. In the event the Board, Council at any time during the term of this Agreement, reduces the salary salary, compensation or other financial benefits of Employee the Auditor in a greater percentage amount than an applicable across- across-the-board reduction for all employees of the BoardEmployer, or in the event the Board refuses, following written notice, Council refuses to comply with any other provision benefiting Employee the Auditor herein, or Employee resigns following a written request by the Board that he resign, then, then in that event, event Employee may, may at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires the Auditor is terminated for “cause” then Employer’s only obligation to voluntarily resign his position with employee is to pay all compensation and benefits accrued but unpaid at the Board before the expiration date of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writingtermination. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For “Cause” is defined and hereby limited for the purposes of Section this Agreement to the following reasons: (1) willful dereliction of duty; (2) any felony or misdemeanor conviction of any crime involving moral turpitude; (3. hereof) material dishonesty; public insobriety or drug or alcohol addiction; (4) misconduct as defined in Florida Statute, "just cause" shall mean the following: §443.036(29) in which case, by statute, such payment would be prohibited; or (a5) The Employee is convicted any other act of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the similar nature of such failure, neglect, misfeasance, malfeasance, the same or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be correctedgreater seriousness. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. Employee expressly acknowledges and agrees that Employee shall be an "at will" employee serving at the pleasure of the Board and may be removed as Fire Chief with or without cause in the sole exercise of discretion by the Board. Employee shall be notified in writing of the Board's intent to terminate and remove him from the Fire Chief position and shall be provided with the opportunity to be heard on the matter. Such notice and hearing shall not confer any other right upon Employee or limit the Board's right to terminate his employment without cause. In the event Employee is terminated removed by the Board before the expiration of the term of this agreement without just cause, and during that such time as Employee is willing and able to perform his duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant subject to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation limitations set forth in this Agreement Section 3A.3.A. District agrees to pay Employee severance pay in a lump sum cash payment as determined by the following schedule: C. In the event the Board, (1) If Employee receives a notice of intent to terminate and remove at any time during the term of this Agreementagreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to nine (9) months of base salary (severance pay). The severance pay schedule above assumes that Employee shall be continuously employed during each of the Severance Compensation as set forth referenced periods. In the event that Employee takes an unpaid leave of absence for a period greater than four weeks in Section 3A. as any twelve-month period, each of the referenced time periods shall be extended for a period equal to the length of the unpaid leave of absence. Such severance pay shall be calculated based on Employee's current level of salary at the time of receipt of the notice. District shall have no obligation to make the severance payments specified in this section if he were Employee is terminated without causeand removed from the Fire Chief position for willful misconduct. For A determination of willful misconduct shall be within the purposes sole discretion of this paragraph, the Board's failure , provided that it shall relate to grant Employee the welfare of the District and be evidenced by findings of acts constituting such willful misconduct. Willful misconduct shall include conduct directly related to conduct in office, and directly related to the duties of the office including the refusal to follow the lawful directions of the Board of Directors. Willful misconduct shall also include conduct not directly related to the performance of official duties when such conduct has a raise equivalent to that given any or all other Township Employees direct and harmful effect on the welfare of the District. Evidence of such direct and harmful effect shall include, but shall not be deemed limited to, conviction of a "reduction" as provided hereinfelony. D. B. In the event Employee desires to voluntarily resign his resigns from the position with the Board before the expiration of the above term of this employmentFire Chief, then Employee shall give the Board provide District a minimum thirty (30) days notice in advancewritten notice, unless the parties otherwise agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In EMPLOYEE serves at the City Council’s pleasure and may be terminated at any time, with or without cause, in accordance with this Agreement. Except as otherwise provided in this Agreement, in the event Employee EMPLOYEE and/or this Agreement is terminated by the Board before the expiration of the term of this agreement without just cause, and City Council during such time that time Employee EMPLOYEE is willing and able to perform his duties under this Agreementof City Clerk, the Board shall continue then in that event CITY agrees to i. Pay EMPLOYEE a lump sum cash payment equal to pay Employee's three months base salary for a period of four (4) months after the as severance; ii. The lump cash payment may be paid, at EMPLOYEE’s option, in either one lump sum upon date of termination (or in three equal monthly installments. Employee cannot earn or accrue benefits other than PERS benefits based on the "Severance Period") and shall continue Employee's then current health insurance coverage lump cash payment. Notwithstanding the foregoing, the maximum severance payable cannot exceed the amount permitted by Government Code § 53260. B. Should EMPLOYEE be terminated for a period cause including, without limitation, the willful breach or habitual neglect of four (4) months. In the event Employer duties that EMPLOYEE is not able required to maintain Employee's health insurance coverage pursuant to perform under the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value this Agreement; conviction of any accrued vacation time. All felony; conviction of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated any crime involving moral turpitude; or removal from office by the Board before the expiration of the term of this agreement with just causeGrand Jury; then, the Board shall have in that event, CITY has no obligation to pay the Severance Compensation set forth any severance designated in this Section 3A.except benefits which otherwise vested in EMPLOYEE. C. In the event the BoardCITY, at any time during the term of this Agreementterm, reduces the salary or other financial benefits of Employee EMPLOYEE in a greater percentage than an applicable across- across-the-board reduction for of all employees of the BoardCITY employees, or in the event the Board CITY refuses, following written notice, to comply with any other provision benefiting Employee EMPLOYEE herein, or Employee EMPLOYEE resigns following a formal written request by a majority of the Board City Council that he she resign, ; then, in that event, Employee EMPLOYEE may, at his her option, be deemed to be "terminated without just cause" as of “terminated” at the date time of such reduction, refusal to complyor after the next City Council meeting after such suggestion is made, or written request and Employee shall be in which case, EMPLOYEE is entitled to be paid severance pay and receive the Severance Compensation as set forth other severance benefits described in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinSection. D. CITY does not have the right or power to terminate EMPLOYEE during the 90 day period following a general or special election for City Council or following the appointment of a new Council, except for willful misconduct. E. In the event Employee desires to EMPLOYEE voluntarily resign his resigns EMPLOYEE’s position with the Board CITY before the expiration of the above term term, the EMPLOYEE must give CITY a minimum of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writingsix months prior written notice. In the event the Employee voluntarily resigns his positionthat event, he shall EMPLOYEE is not be entitled to the severance pay provisions contained in Section 3A hereofseverance. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In X. Xxxxxxxx shall serve at the event Employee is terminated by pleasure of the Board, and the Board before may terminate this Agreement and Xxxxxxxx'x employment with the expiration DMWW at any time, for any reason or for no reason. This Agreement shall automatically terminate upon Xxxxxxxx'x death. B. Upon the termination of the term of this agreement without just cause, and during that time Employee is willing and able to perform his duties under this AgreementXxxxxxxx'x employment for any reason, the Board shall continue cause Xxxxxxxx to pay Employee's be paid any accrued and unpaid salary for a period of four (4) months after and benefits earned prior to the date of termination (including vacation time, holiday time and insurance, but excluding such items and allowances as are used in conducting DMWW business such as, but not limited to, the automobile and cell phone allowances provided herein) based on a forty (40) hour work week. C. If the Board terminates Xxxxxxxx’x employment without "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four just cause" as defined in (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance planE), below, then Employer shall pay within forty-five (45) calendar days following the vote to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In additionterminate Xxxxxxxx'x employment, the Board shall cause Xxxxxxxx to be paid severance pay equal to 100% of his annual salary in effect on the cash value date of termination in exchange for a full and complete release and satisfaction of any claims of Xxxxxxxx of every nature arising out of this Agreement or otherwise. Such payment shall be made at the election of Xxxxxxxx either in a single lump payment or a periodic payment compliant with Internal Revenue Code Section 409A, over a period not to exceed one year from the date of termination and shall be in addition to any other compensation and benefits to which he is entitled pursuant to this Agreement. D. As consideration for such payment, Xxxxxxxx shall, prior to receipt thereof, execute and deliver to DMWW a general release of DMWW and its Board members and its officers, agents, and employees for all acts and actions (whether accrued vacation time. All or subsequently accruing) from the beginning of time until the above shall hereinafter date of release, said release to be referred to as prepared by the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy attorney for termination without just causeDMWW. B. E. In the event Employee Xxxxxxxx is terminated by the Board before the expiration of the term of this agreement with for "just cause," or upon the death of Xxxxxxxx, the Board DMWW shall have no obligation to pay the Severance Compensation amount set forth in Section 3A. C. In the event the Board, at any time during the term Paragraph C of this Section. For purposes of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean is defined and limited to any of the following: (a: a.) The Employee substantial and repeated failure to perform the duties of Xxxxxxxx’x position; b.) gross negligence or willful misconduct with respect to DMWW, including without limitation any willful release of DMWW confidential or closed session information without proper authorization; c.) conviction of or a plea of guilty or no contest to a felony crime or aggravated misdemeanor, whether or not adjudication is convicted of a felony; (bwithheld; or d.) The Employee has failed or neglected to carry out his duties hereunder engaging in any material and significant respectfraud, embezzlement, theft, or has been guilty of misfeasance, malfeasance, any other willful misconduct that results in damage to DMWW or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be correctedits customers. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee the Chief is terminated not reappointed by the Board before Council and the expiration Council does not provide at least a 90-day notice, then Employer agrees to pay Chief a lump sum of the cash payment equal to 20 weeks compensation as “severance” as that term of this agreement without just causeis defined in Florida Statute, §215.425(4)(d), to include benefits and perquisites such as retirement contribution, deferred compensation payments, and during that time Employee is willing and able to perform his duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) monthscar allowance. In the event Employer the Chief is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance planterminated without cause at any other time, then Employer shall Xxxxxxxx agrees to pay Chief a lump sum severance equal to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation20 weeks compensation. The parties agree that Chief shall also be paid out for all earned Paid Time Off (PTO), holidays, and other accrued benefits to-date, calculated at the rate of pay in effect upon termination. If Council provides at least 90 days’ notice of intent not to reappoint, Chief may voluntarily separate from City and receive severance equal to remaining term under this Severance Compensation employment agreement and shall constitute Employee's sole also be paid out for all earned PTO, holidays, and exclusive remedy for termination without just causeother accrued benefits to-date, calculated at the rate of pay in effect upon termination. B. In the event Employee the Chief is terminated by the Board before the expiration of the term of this agreement with just Council without cause, all life, health, dental, and disability insurance and all other Employer provided benefits shall continue in force and coverage, at Employer expense, for a 20-week severance period or until similar coverage is provided to Chief by a subsequent employer (and in full force and effect) whichever comes first. Said continuation, of group health insurance coverage shall be in addition to any protection afforded Employee by the Board Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA). Coverage under COBRA shall have no obligation to pay begin on the Severance Compensation set forth in Section 3A.date all coverage extended under the severance provisions herein expires. C. In the event the Board, Council at any time during the term of this Agreement, reduces the salary salary, compensation, or other financial benefits of Employee the Chief in a greater percentage amount than an applicable across- across-the-board reduction for all employees of the BoardEmployer, or in the event the Board refuses, following written notice, Council refuses to comply with any other provision benefiting Employee the Chief herein, or Employee resigns following a written request by the Board that he resign, then, then in that event, event Employee may, may at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires the Chief is terminated for “cause” then Employer’s only obligation to voluntarily resign his position with employee is to pay all compensation and benefits accrued but unpaid at the Board before the expiration date of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writingtermination. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For “Cause” is defined and hereby limited for the purposes of Section this Agreement to the following reasons: (1) willful dereliction of duty; (2) any felony or misdemeanor conviction of any crime involving moral turpitude; (3. hereof) material dishonesty; public insobriety or drug or alcohol addiction; (4) misconduct as defined in Florida Statute, "just cause" shall mean the following: §443.036(29) in which case, by statute, such payment would be prohibited; or (a5) The Employee is convicted any other act of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the similar nature of such failure, neglect, misfeasance, malfeasance, the same or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be correctedgreater seriousness. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee the EMPLOYEE is terminated by the Board before CITY for other than the expiration of the term of this agreement without just cause, reasons set forth in Subsection A herein and during that time Employee the EMPLOYEE is willing and able to perform his duties under this Agreement, then in that event the Board shall continue CITY agrees to pay Employee's salary for EMPLOYEE any compensation coming due hereunder under this agreement plus a period of four lump-sum cash payment equal to six (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (46) months. In ’ aggregate salary. A) However, in the event Employer the EMPLOYEE is not able to maintain Employee's health insurance coverage pursuant to the terms terminated because of the Township health insurance plancommission of any illegal act involving personal gain, then Employer shall pay to Employeemisfeasance or malfeasance, for a period or in the event of four EMPLOYEE’S noncompliance with Section XVI (4) monthsF), the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board CITY shall have no obligation to pay the Severance Compensation set forth severance provisions designated in this paragraph. B) Should the EMPLOYEE resign following a formal suggestion by the City Council that he resign, then in that event, the EMPLOYEE shall be deemed to be “terminated” within the meaning and context of the herein severance pay provision. C) For purposes of complying with Section 3A.III of this Agreement, appropriations held as unencumbered fund balances in any fund or account of the CITY shall be deemed to be available and authorized for transfer to the appropriate salary and benefit expenditure accounts to insure fulfillment of this provision of this Employment Agreement. C. D) In the event EMPLOYEE is terminated by the CITY, any City-issued equipment provided for EMPLOYEE’S use will be returned to the CITY. E) In the event the Board, at any time during the term of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee EMPLOYEE voluntarily resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with within the Board before the expiration of the above term of this employmentCITY, then Employee the EMPLOYEE shall give the Board thirty CITY sixty (3060) days days’ notice in advance, unless the parties agree otherwise agree. Failure of said EMPLOYEE to provide said sixty (60) days’ notice in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained advance will result in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder pro-rate reduction in any material and significant respect, or has been guilty accrued benefits due EMPLOYEE as of misfeasance, malfeasance, or nonfeasance in office for a period the date of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be correctedresignation. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. The TOWN has the right to terminate the MANAGER / Finance Director / Deputy Town Treasurer / Economic Development Director prior to the expiration of this Agreement without cause. In the event Employee is terminated by the Board before the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his duties under this Agreementsuch termination, the Board Town shall continue pay to the MANAGER a severance payment equal to three (3) months’ pay Employee's salary for a period plus continuation of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a the same period of four time. The number of months described above for salary and health insurance payments will be increased by one (41) month after completion of each year of service to a maximum of six (6) months. Severance pay will be in addition to all accrued vacation, sick, and other leave the MANAGER may have earned or accumulated. The MANAGER waives the provisions of Article II Section C217 of the Charter, and due process and property rights under Maine and federal law, concerning removal for cause and the procedural provisions for determination of cause, including, but not limited to adoption of a preliminary resolution, MANAGER’s reply to the resolution, public hearing and final resolution of removal. In the event Employer is not able a majority of the Town Council desires to maintain Employee's health insurance coverage terminate the MANAGER pursuant to this subparagraph after expiration of the probationary period, the Chairman of the Council shall notify the MANAGER and arrange for an executive session(s) between the Council and the MANAGER to discuss the terms and conditions of his employment and the extent to which Council members are dissatisfied with his performance of his duties. The executive session(s) shall be conducted in accordance with Maine law and shall be scheduled at the convenience of the Township health insurance plan, then Employer MANAGER and the Council members dissatisfied with the MANAGER’s performance and all such members shall pay attend the executive session(s) to Employee, discuss their concerns with the MANAGER and explain the basis for a period of four (4) monthstheir individual dissatisfaction. Following such executive session or sessions, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred Council may vote to as the Severance Compensation. The parties agree that terminate this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causeagreement. B. The Town Council agrees to provide at least a ninety (90) day notice to the MANAGER of its intent not to renew this Agreement at its expiration. C. In the event Employee the MANAGER is terminated by the Board before the expiration because of the term his conviction of this agreement with just causeany illegal act involving personal gain to himself, the Board then in that event TOWN shall have no obligation to pay the Severance Compensation set forth aggregate severance sum designated herein. D. The terms of this Agreement shall remain in Section 3A.full force and effect and hold over on a day-to- day basis until a successor Agreement has been negotiated and entered into by the MANAGER and TOWN, or until the MANAGER'S employment has been terminated as provided herein. C. E. In the event of death of the Board, at any time MANAGER during the term of this Agreementcontract, reduces the salary or all accrued benefits such as salary, vacation and other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, accrued to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reductiondeath, refusal to comply, or written request and Employee consistent with the treatment of other full-time employees under the Personnel Policy shall be entitled paid to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinMANAGER'S estate. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. Termination of Employee by Employer shall be in accordance with Section 4.8 of the City Charter. If the Employer reduces the base salary, compensation, or other financial benefit of the Employee, unless it is applied in no greater percentage than the average reduction of all department heads, such action shall constitute a breach of this Agreement and will be regarded as a termination. A. In the event that Employee is terminated by the Board before the expiration of the term of this agreement without just causeCity Council, and during that such time Employee is willing and able to perform his duties under this Agreement, the Board shall continue then Employer agrees to pay Employee's salary for a period of four Employee six (46) months after salary as severance pay. Notwithstanding the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In foregoing, in the event Employer Employee is terminated because of his (i) conviction of any felony; (ii) conviction of a misdemeanor that would reflect negatively on the City (such as, but not able limited to, an offense involving drug or alcohol abuse or sexual misconduct); (ii) conviction of any illegal act involving personal gain to maintain Employee's health insurance coverage pursuant him or affecting the performance of his duties under this Agreement: (iv) willful misrepresentation to the terms City, either in connection signing this Agreement or the performance of his duties; (v) willful misconduct or insubordination; (vi) breach of this Agreement; (vii) violation of the Township health insurance planCity Charter or ordinances or regulations adopted by the City Council; or (viii) permanent disability such that he becomes unable to perform his duties, then Employer shall have no obligation to pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits aggregate severance pay designated in this paragraph. Employee shall also be compensated for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any all accrued vacation time and personal business time. All of , and other accrued benefits pursuant to the above shall hereinafter be referred to as City’s employee benefits policy in existence at the Severance Compensation. The parties agree that time this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causeAgreement is terminated. B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, at any time during the term of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee voluntarily resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign from his position with the Board before the expiration of the above term of this employmentEmployer, then Employee shall give the Board thirty Employer sixty (3060) days notice in advanceadvance written notice, unless the parties agree otherwise in writingotherwise. In the event the Employee voluntarily resigns from his position, he shall not be entitled to the severance pay provisions contained described in Section 3A hereof. E. For the purposes of Section 3. hereofParagraph A, "just cause" above, but shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material be compensated for all accrued vacation time and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation personal business time, and other accrued benefits pursuant to the Board shall have City’s employee benefits policy in existence at the option to terminate time this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. aboveAgreement is terminated.

Termination and Severance Pay. A. Termination by Employer for failure in the performance of duties must be executed in accordance with the County’s procedures. In the event Employee is terminated by the Board before Employer without cause other than it being the expiration will and pleasure of the term of this agreement without just causeEmployer, and during that the Employee has not violated any of the terms and conditions of employment, and at the time Employee is willing and able to perform his her duties under this Agreement, the Board shall continue Employer agrees to pay Employee's Employee a lump sum cash payment equal to six (6) months’ aggregate salary together with an amount equivalent to, but not limited to 5% 401K, and other financial benefits. Employee shall also be compensated for all earned vacation, holidays, management leave, and other accrued benefits to date. Employee also shall be entitled to receive all benefits subject to the maximum allowed, offered by Employer for a period of four (4) six months after from the date of termination (termination. For purposes of eligibility for retiree health benefits, Employee’s years of service with Durham City and Durham County will be considered as years of service with Durham County. The employee shall be given credit for her previous years’ service as if she has 20 years of service with Durham County in order to vest her with health benefits immediately. Employer may terminate this Agreement for cause upon the "Severance Period") and shall continue Employee's then current health insurance coverage ’s conviction for a period crime directly or indirectly involving her employment (other than a traffic violation), an act of four (4) monthsmoral turpitude directly and substantially impairing her ability to reasonably perform her duties, an act contrary to her employment involving personal gain to her, or for any act in violation of this Employment Agreement. In the event that event, Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth severance in Section 3A. C. any amount. In the event the Board, at any time during the term of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request suggestion, whether formal or informal, by the Board that he she resign, then, in that event, event Employee may, at his her option, be deemed to be "terminated without just cause" as of “terminated” at the date of such reductionsuggestion within the meaning and context of the severance pay provision under Section 4 of this Agreement. Except as otherwise provided in this Agreement, refusal in the event that Employee accepts employment or otherwise intends to comply, or written request and Employee shall be entitled terminate her services to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraphEmployer, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee she shall give the Board thirty at least sixty (3060) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled of her intention to the severance pay provisions contained in Section 3A hereofdo so prior to her last day of employment. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee is terminated by the Board before the expiration of the term of this agreement agreement, without just cause, and during such time that time Employee is willing and able to perform his her duties under this Agreementagreement, the Board shall agrees to continue to pay Employee's salary for a period of four three (43) months after the date of termination (the "Severance Period") and shall to continue Employee's then current health insurance coverage for a period of four three (43) months. In months (or in the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, Employee for a period of four three (43) months, months the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition), the Board shall pay plus the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation the within severance pay provision shall constitute Employee's sole and exclusive remedy for termination without just cause. B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation severance sum set forth in Section 3A.3.A. C. In the event that the BoardBoard refuses, at any time during the term of this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refusesagreement, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request suggestion by the Board that he resign, then, in that event, then the Employee may, at his option, be deemed to be "terminated without just cause" as of at the date of such reduction, refusal to comply, or written request suggestion within the meaning and Employee shall be entitled to context of the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinseverance pay provision herein contained. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days 45 days' notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not be entitled to the severance pay provisions contained in Section 3A 3(A) hereof. E. For the purposes of Section 3. hereof, "“just cause" shall mean incompetence, inefficiency, dishonesty, drunkenness, criminal or immoral conduct, insubordination, discourteous treatment of the following: (a) The Employee is convicted public, neglect of a felony; (b) The Employee has failed duty, failure of good behavior, any breach of employee's duties under this agreement or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty other act of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, malfeasance or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In It is expressly understood that Employee, in his capacity as General Manager, is a contracted employee serving at the event Employee is terminated by the Board before the expiration pleasure of the term of this agreement without just causeBoard, and during that time Employee is willing and able subject to perform his duties under this Agreement, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of this Agreement, and with no right to any hearing or appeal, including any so-called Xxxxxx conference, other than the Township health insurance planrights expressly provided in this Agreement. B. This Agreement shall automatically terminate upon Employee’s death, then Employer shall pay to Employeeretirement, for a period of four (4) months, or permanent incapacity. C. The Employee serves at the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All pleasure of the above shall hereinafter be referred to as the Severance CompensationBoard. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, at At any time during the term of this AgreementAgreement or any extension thereof, reduces the salary or other financial benefits Board reserves the right to terminate the employment of Employee in and determine his last day of employment upon the vote of three or more Board members at a greater percentage than an applicable across- the-board reduction for all employees of the Boardduly called and noticed Board meeting. The District agrees, or in the event the Board refuses, following written noticehowever, to comply with refrain from voting on the issue of Employee’s termination in any other provision benefiting Employee herein, or Employee resigns sixty (60) day period immediately following a written request by the new Board member’s installation so that he resign, then, in that event, Employee may, at said new Board member may have sufficient time to apprise his option, be deemed or herself with Employee’s performance prior to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinvote. D. 1. In the event that this Agreement is terminated before the end of its term “for cause” as defined below, no further compensation or benefit shall be made to the Employee. Upon any allegation that Employee desires has engaged in conduct that would result in his termination “for cause” as defined below, Employee is entitled to voluntarily resign his position with address and attempt to rebut those allegations before the Board before the expiration of the above term of this employment, then Employee shall give in a closed session prior to the Board thirty (30) days notice in advance, unless making any final determination regarding the parties agree otherwise in writingveracity of those allegations. In the event the Board, in its discretion, still finds merit to the allegations and terminates, the Employee voluntarily resigns his position, he shall not be entitled to any severance and will be owed no further compensation. However, if this Agreement is terminated “for cause,” the severance pay provisions contained in Section 3A hereof. E. For Employee shall have the purposes of Section 3. hereof, "just cause" shall mean right to appeal the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after Board’s decision upon written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance appeal within ten (10) days of the determination. Failure to provide written notice within the ten (10) day period will result in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or waiver of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable right to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation timeappeal. Upon appeal, the Board shall have the option Parties will select an independent arbitrator, either mutually agreed to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.or selected from a list of seven

Termination and Severance Pay. A. In XGS may terminate Employee’s employment at any time, for any reason or without reason, provided if XGS terminates Employee’s employment without “Cause,” as defined below, it shall give Employee thirty (30) calendar days prior written notice. Employee may terminate his employment at any time upon giving thirty (30) calendar days written notice to XGS. B. Should XGS terminate Employee’s employment without “Cause,” as defined below, XGS agrees to provide Employee with the event following Consideration: (i) XGS agrees to continue fifty percent (50%) of Employee’s Base Salary for the duration of the Term of the Agreement (Consideration), subject to Employee’s agreement to a Separation Agreement and Release of Claims, which shall be substantially similar to Addendum A; and (ii) the health insurance benefit will be maintained, as permitted by COBRA and under the policy provisions as they then may apply, and XGS shall pay 100% of the COBRA premiums and HSA contributions and payments due for up to eighteen (18) months. If Employee is terminated by unable to continue coverage through COBRA, XGS shall provide Employee with a payment equivalent to what XGS would have paid in COBRA premiums for the Board 18-month period so that Employee can purchase alternative insurance coverage. C. XGS may terminate the employment of Employee before the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his duties under this Agreement, the Board shall continue to pay Employee's salary date for a period of four Cause (4as defined below) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay by giving written notice to Employee, which shall be effective immediately. If XGS terminates the employment of Employee for a period of four (4) monthsCause, Employee will not be eligible for the cost of health insurance premiums at a rate Consideration that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, at any time during the term foregoing sub-section 12.B. For purposes of this Agreement, reduces “Cause” means: (i) failure to materially perform and discharge the salary or other financial benefits duties and responsibilities of Employee in under this Agreement after receiving written notice and allowing Employee fifteen (15) business days to create a greater percentage than an applicable across- the-board reduction for all employees of the Boardplan to cure such failure(s), or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled plan being acceptable to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraphChief Executive Officer, the Board's failure to grant Employee and a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board further thirty (30) days to cure such failure(s), if so curable, provided, however, that after one such notice has been given to Employee and the thirty (30) day cure period has lapsed, XGS is no longer required to provide time to cure subsequent failures of the same or substantially similar type having occurred within twelve (12) months of the first instance under this provision, or (ii) any breach by Employee of the material provisions of this Agreement; or (iii) felony conviction involving the personal dishonesty or moral turpitude of Employee; or a determination by the Chief Executive Officer, after consideration of all available information, that Employee has willfully and knowingly violated XGS policies or procedures involving discrimination, harassment, or work place violence or any other activities that would potential subject XGS to criminal or civil liabilities; or (iv) engagement in advanceillegal drug use or abuse of alcohol or prescription drugs that, unless in the parties agree otherwise good faith opinion of the Chief Executive Officer, prevents Employee from performing his duties, or (v) any misappropriation, embezzlement or conversion of XGS’s opportunities or property by Employee; or (vi) willful misconduct, recklessness or gross negligence by Employee in writingrespect of the duties or obligations of Employee under this Agreement and/or the Confidentiality Agreement. D. Employee’s employment shall terminate automatically upon the death of Employee or upon a Disability of Employee. Termination under this Section 12.D. shall be deemed to be effective: (i) on the date of Employee’s death, or (ii) immediately upon a determination by the Compensation Committee of the Board of Directors that, in its reasonable discretion, Employee has a Disability. In the event of termination as a result of Disability, Employee will be eligible only for the compensation and benefits that have accrued to Employee voluntarily resigns his positionthrough the date of the Disability determination, he shall and will not be entitled eligible for the Consideration that is set forth in Section 12. B. In the event of termination as a result of Employee’s death, XGS shall be obligated to pay Employee’s estate, or if written instructions signed by Employee have been provided to the severance Company prior to Employee’s death which designates Employee’s specific next of kin, pay provisions contained in Section 3A hereof. E. For the purposes designated next of Section 3. hereofkin, "just cause" shall mean the following: compensation and benefits accrued to Employee through the date of death, plus the compensation and benefits (a) The if Employee is convicted still employed by XGS full-time at the date of a felony; death) or the Consideration (bif Employee is receiving the Consideration at the date of death) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respectdescribed at Section 12.B., or has been guilty for the shorter of misfeasance, malfeasance, or nonfeasance in office for a period of thirty six (306) days after written notice to him from months or the Board specifying end of the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be correctedTerm. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.

Termination and Severance Pay. A. In the event Employee is terminated by the Board before the expiration of the term of this agreement without just cause, and City Council during that such time as Employee is willing and able to perform his duties under this Agreementagreement, the Board shall continue then in that event Employer agrees to pay Employee's salary for Employee a period of four (4) months after the date of termination (the "Severance Period") lump sum cash payment equal to nine months’ aggregate salary, health, dental and shall continue Employee's then current health vision insurance coverage for a period of four (4) months. In benefits, and deferred compensation, and, in the event Employer the Employee is not able to maintain Employee's terminated within four months of a City election, an additional six months’ aggregate salary, health and dental insurance coverage pursuant to the terms of the Township health insurance planbenefits, then Employer shall pay to Employeeand deferred compensation; provided however, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In in the event Employee is terminated by the Board before the expiration of the term of this agreement with just for cause, the Board Employer shall have no obligation to pay the Severance Compensation set forth aggregate severance designated in Section 3A.this paragraph. Cause is defined as but not limited to: Employee’s theft of the City property or Employee’s dishonesty; Employee’s failing to cure or correct after receiving specific written notice from the City of the areas of material incompetence or inefficiency; Employee’s material violation of the City’s rules, regulations, or policies; Employee’s willful neglect of duty; Employees’s conviction of a crime or immoral act which would materially damage the reputation of the City or affect the performance of his duties; or Employee’s malfeasance in office. C. B. In the event the Board, Employer at any time during the term of this Agreement, agreement reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- across-the-board reduction for all employees of the BoardCity employees, or in the event the Board Employer refuses, following written notice, to comply with any other provision benefiting provisions benefitting Employee herein, or the Employee resigns following under circumstances amounting to a written request by constructive discharge of the Board that he resignEmployee, then, in that event, the Employee may, at his option, be deemed to be "terminated without just cause" as of the “terminated” at that date of such reduction, reduction or such refusal to comply, or written request comply within the meaning and Employee shall be entitled to context of the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinherein severance pay provision. D. C. In the event Employee desires to voluntarily resign resigns his position with the Board before the expiration of the above term of this employmentEmployer, then Employee shall give the Board thirty (30) days Employer six weeks notice in advance, unless the parties agree otherwise in writingagree. In the event that the Employee voluntarily resigns his positionresigns, he shall not be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. aboveabove does not apply.

Termination and Severance Pay. A. In If Employee’s employment with the event Employee City is terminated by the Board before Employer, then in that event the expiration City Council agrees to pay him a lump sum cash payment equal to twenty (20) weeks of annual base salary, less federal and state withholding in exchange for a general release. Employee shall also be compensated for all earned personal leave calculated at the rate of pay in effect upon termination. All life, health, dental, and disability insurance benefits provided by the City shall continue in full force and coverage at the City’s expense until the end of the term severance period or until similar coverage is provided to Employee by a subsequent employer, whichever comes first. Employee shall be entitled to full rights under the Consolidated Omnibus Budget Reconciliation Action of this agreement without just cause1985 (COBRA) at the end of the severance period, and during that time at his expense as provided by law. In accordance with the provisions of Florida Statutes, Section 215.425(4)(a)(2), no severance pay shall be paid if the Employee is willing and able to perform his duties under this Agreementfired for misconduct as defined in Florida Statutes, the Board shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just causeSection 443.036(29). B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the Board, If Employer at any time during the term of this Agreement, reduces the salary salary, compensation or other financial benefits of Employee in a greater percentage amount than an applicable across- across-the-board reduction for all employees of the BoardCity, or in if the event the Board refuses, following written notice, Employer refuses to comply with any other provision benefiting Employee hereinthe Employee, or the Employee resigns following a written request suggestion either formal or informal by the Board Employer that he resign, then, ; then in that event, event the Employee may, at his option, be deemed to be "terminated, as provided in Paragraph A above. C. If Employee is terminated without just cause" as because of the date his conviction of such reduction, refusal to complyeither a felony, or written request and Employee shall be entitled to the Severance Compensation as set forth conviction of a misdemeanor involving personal gain or moral turpitude; then in Section 3A. as if he were terminated without cause. For the purposes of this paragraphthat event, the Board's failure City of Naples shall have no obligation to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided hereinpay the aggregate severance sum designated in Paragraph A above. D. In the event If Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. In the event the Employee voluntarily resigns his position, he shall not should be entitled to the severance pay provisions contained in Section 3A hereof. E. For the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity incapacity, or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. above.twelve

Termination and Severance Pay. A. In the event the Employee is terminated by the Board before Employer during such time that the expiration of the term of this agreement without just cause, and during that time Employee is willing and able to perform his the duties under this Agreementagreement, then in that event the Board shall continue Employer agrees to pay the Employee a lump sum cash payment equal to four twenty-sixths (4/26) of the Employee's ’s annual salary for a period at the time of four (4) months after the date of termination (the "Severance Period") termination, and shall continue Employee's then current Employer paid health insurance coverage to Employee and the Employee’s immediate family for two (2) months following termination. The severance payment and the health insurance coverage shall constitute a period full settlement payment to the Employee. The Employer’s obligation to pay the settlement amount to Employee shall be conditioned upon Employee executing and delivering to the Employer a full, final, and complete release of four (4) monthsany and all claims that Employee may claim the Employee has against the Employer, including but not limited to, any claims of wrongful discharge, discrimination or other employment related claims. The release shall be in a form and shall contain such terms as shall be required by Counsel for the Employer. Employee shall not be required to release any pending Worker’s Compensation claim nor shall Employee be required to release any claim that Employee may have as to entitlement for unemployment compensation benefits arising out of Employee’s termination. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to that the terms of the Township health insurance plan, then Employer shall pay to Employee, for a period of four (4) months, the cost of health insurance premiums at a rate that will continue substantially similar health benefits for Employee and Employee's family, if applicable, as provided under the then current township health insurance plan. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by for willful neglect of duty, malfeasance, misfeasance in the Board before office, conviction of a felony or a misdemeanor conviction of a crime involving moral turpitude, then the expiration of the term of this agreement with just cause, the Board Employer shall have no obligation to pay the Severance Compensation set forth aggregate severance sum designated in Section 3A.this paragraph. Notice of such termination shall be provided in writing to the Employee. C. B. In the event the Board, at any time during the term of Employee voluntarily resigns this Agreement, reduces the salary or other financial benefits of Employee in a greater percentage than an applicable across- the-board reduction for all employees of the Board, or in the event the Board refuses, following written notice, to comply with any other provision benefiting Employee herein, or Employee resigns following a written request by the Board that he resign, then, in that event, Employee may, at his option, be deemed to be "terminated without just cause" as of the date of such reduction, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before Employer, the expiration of the above term of this employment, then Employee shall give the Board thirty Employer sixty (3060) days written notice in advance, unless the parties agree otherwise in writingotherwise. In the event the The Employee voluntarily resigns his position, he shall not be entitled to all salary and fringe benefits, including unused PTO hours that accrued to the severance pay provisions contained Employee to the effective date of the Employee’s resignation so long as the Employee continues in Section 3A hereof. E. For performance of full time duties for the purposes Employer, exclusive of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected PTO hours to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot be corrected. F. If which the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of eight successive weeks beyond any accrued sick leave and vacation time, the Board shall have the option to terminate this Agreement, and Employee shall receive the Severance Compensation set forth under Paragraph 3A. aboveentitled.

Termination and Severance Pay. A. In the event Employee the Township Manager is terminated or is not reappointed at the end of a term, the Board of Commissioners agrees in either event to pay Xxxx X. Xxxxxxx a lump sum cash payment equal to six months aggregate salary commencing with the date of termination or the last day of his term Xxxx X. Xxxxxxx shall also be compensated for all earned sick leave, vacation, holidays, and other accrued benefits to date, calculated at the rate of pay in effect upon termination or the failure to reappoint. In the event the Township Manager is terminated by the Board before the expiration of the term of this agreement without just causeCommissioners, all life, health, dental, and during that time Employee is willing and able to perform his duties under this Agreement, the Board all other Township provided benefits shall continue to pay Employee's salary for a period of four (4) months after the date of termination (the "Severance Period") in full force and shall continue Employee's then current health insurance coverage for a period of four (4) months. In the event Employer is not able to maintain Employee's health insurance coverage pursuant to the terms of the coverage, at Township health insurance plan, then Employer shall pay to Employeeexpense, for a period of four (4) monthsthree months or until similar coverage is provided to Xxxx X. Xxxxxxx by a subsequent employer and is in full force and effect, the cost whichever comes first. Said continuation of group health insurance premiums at a rate that will continue substantially similar health benefits for coverage shall be in addition to any protection afforded Employee and Employee's family, if applicable, as provided by the Consolidated Omnibus Budget Reconciliation Act of l985 (COBRA). Coverage under COBRA shall begin on the date all coverage extended under the then current township health insurance planseverance provisions herein expires. In addition, the Board shall pay the cash value of any accrued vacation time. All of the above shall hereinafter be referred to as the Severance Compensation. The parties agree that this Severance Compensation shall constitute Employee's sole and exclusive remedy for termination without just cause B. In the event Employee is terminated by the Board before the expiration of the term of this agreement with just cause, the Board shall have no obligation to pay the Severance Compensation set forth in Section 3A. C. In the event the BoardTownship Manager resigns or terminates his employment by reason of a disability covered by the Manager’s long term disability insurance policy, the Township has no obligation to provide any insurance coverage or benefits beyond his final day of employment by the Township. In the event the Governing Body at any time during the term of this Agreement, reduces the salary salary, compensation or other financial benefits of Employee the Township Manager in a greater percentage amount than an applicable across- the-board a proportionate reduction for all supervisory employees of the BoardTownship, or in the event the Board refuses, following written notice, Governing Body refuses to comply with any other provision benefiting Employee the Township Manager herein, or Employee the Township Manager resigns following a written request suggestion either formal or informal, by the Board Governing Body that he resign, then, then in that event, Employee may, event Xxxx X. Xxxxxxx may at his option, be deemed to be "terminated without just cause" as by the Board of the date of such reductionCommissioners, refusal to comply, or written request and Employee shall be entitled to the Severance Compensation as set forth in Section 3A. as if he were terminated without cause. For the purposes of this paragraph, the Board's failure to grant Employee a raise equivalent to that given any or all other Township Employees shall not be deemed a "reduction" as provided herein. D. In the event Employee desires to voluntarily resign his position with the Board before the expiration of the above term of this employment, then Employee shall give the Board thirty (30) days notice in advance, unless the parties agree otherwise in writing. B. In the event the Employee voluntarily resigns Township Manager is terminated because of his positionconviction of any illegal act involving personal gain to himself, he then in that event Employer shall not be entitled have no obligation to pay the aggregate severance pay provisions contained in Section 3A hereofsum designated herein. E. For C. Should the purposes of Section 3. hereof, "just cause" shall mean the following: (a) The Employee is convicted of a felony; (b) The Employee has failed or neglected to carry out his duties hereunder in any material and significant respect, or has been guilty of misfeasance, malfeasance, or nonfeasance in office for a period of thirty (30) days after written notice to him from the Board specifying the nature of such failure, neglect, misfeasance, malfeasance, or nonfeasance in office, unless such misfeasance, malfeasance, or nonfeasance is so egregious or of such a nature that it is of a criminal nature or it cannot Township Manager be corrected. F. If the Employee is permanently disabled or is otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health illness for a period of eight four successive weeks beyond any accrued sick leave and vacation timeleave, the Board Governing Body shall have the option right to terminate this Agreement, Agreement subject to the severance provisions of Section 3A and Employee shall receive the Severance Compensation set forth under Paragraph 3A. B above. D. Contemporaneously with the delivery of the severance pay hereinabove set out, Xxxx X. Xxxxxxx agrees to execute and deliver to Employer a release, releasing Employer of all claims that Xxxx X. Xxxxxxx may have against Employer.