Common use of Termination by Company Other Than for Egregious Circumstances Clause in Contracts

Termination by Company Other Than for Egregious Circumstances. Upon a termination of the Employee’s employment with the Company and/or its affiliates effected by the Company for any reason other than Egregious Circumstances (as described in Section 4(b)(v)), the Employee shall become vested in the number of Restricted Shares provided in this Section 4(b)(ii) on the date of termination of employment, subject to the Employee’s execution of a Separation Agreement and General Release in favor of the Company. If less than sixty percent (60%) of the time frame between the Grant Date and the vesting date shown on Schedule 1 has elapsed, the number of Restricted Shares that are eligible to become Vested Restricted Shares pursuant to this Section 4(b)(ii) shall be the number that bears the same relation to all Restricted Shares as (1) the number of full calendar months elapsed from the Grant Date to the last date of Employee’s employment bears to (2) the number of full calendar months between the Grant Date and the Vesting Date, and the remaining Restricted Shares shall be forfeited. If at least sixty percent (60%) of the time frame between the Grant Date and Vesting Date has elapsed, all of the Restricted Shares shall fully vest and become Vested Restricted Shares. The Vested Restricted Shares shall be delivered within thirty (30) days from the date of the Employee’s execution of a Separation Agreement and General Release in favor of the Company. Notwithstanding the foregoing provisions of this Section 4(b)(ii), if the Employee refuses to sign, or elects to revoke during any permitted revocation period, the Separation Agreement and General Release, then the vesting of any Restricted Shares pursuant to this Section 4(b)(ii) shall not occur and all Restricted Shares shall be forfeited.

Termination by Company Other Than for Egregious Circumstances. Upon a termination of the Employee’s 's employment with the Company and/or its 125 affiliates effected by the Company for any reason other than Egregious Circumstances (as described in Section 4(b)(v)), the Employee shall become vested in the number of Restricted Shares provided in this Section 4(b)(ii) on the date of termination of employment, subject to the Employee’s 's execution of a Separation Agreement and General Release in favor of the Company. If less than sixty percent (60%) of the time frame between the Grant Date and the vesting date shown on Schedule 1 has elapsed, the The number of Restricted Shares that are eligible to become Vested Restricted Shares pursuant to this Section 4(b)(ii) shall be the number that bears the same relation to all Restricted Shares as (1) the number of full calendar months elapsed from the Grant Date to the last date of Employee’s 's employment bears to (2) the number of full calendar months between the Grant Date and the Vesting Date, and the . The remaining Restricted Shares shall be forfeited. If at least sixty percent (60%) of the time frame between the Grant Date and Vesting Date has elapsed, all of the Restricted Shares shall fully vest and become Vested Restricted Shares. The Vested Restricted Shares shall be delivered within thirty (30) days from the date of the Employee’s 's execution of a Separation Agreement and General Release in favor of the Company. Notwithstanding the foregoing provisions of this Section 4(b)(ii4(b(ii), if the Employee refuses to sign, or elects to revoke during any permitted revocation period, the Separation Agreement and General Release, then the vesting of any Restricted Shares pursuant to this Section 4(b)(ii) shall not occur and all Restricted Shares shall be forfeited.

Termination by Company Other Than for Egregious Circumstances. Upon a termination of the Employee’s employment with the Company and/or its affiliates Separation from Service effected by the Company for any reason other than Egregious Circumstances (as described in Section 4(b)(v)), the Employee shall become vested in the number of Restricted Shares Stock Units provided in this Section 4(b)(ii) on the date of termination of employmentthe Separation from Service, subject to the Employee’s execution of a Separation Agreement and General Release in favor of the Company. If less than sixty percent (60%) of the time frame between the Grant Date and the vesting date shown on Schedule 1 has elapsed, the number of Restricted Shares Stock Units that are eligible to become Vested Restricted Shares Stock Units pursuant to this Section 4(b)(ii) shall be the number that bears the same relation to all Restricted Shares Stock Units as (1) the number of full calendar months elapsed from the Grant Date to the last date of Employee’s employment bears to (2) the number of full calendar months between the Grant Date and the Vesting Date, and the remaining Restricted Shares Stock Units shall be forfeited. If at least sixty percent (60%) of the time frame between the Grant Date and Vesting Date has elapsed, all of the Restricted Shares Stock Units shall fully vest and become Vested Restricted SharesStock Units. The Vested Restricted Shares shall be delivered within thirty (30) days from issued to the date of Employee on the Employee’s execution of a Separation Agreement and General Release in favor of the CompanyPayment Date. Notwithstanding the foregoing provisions of this Section 4(b)(ii), if the Employee refuses to sign, or elects to revoke during any permitted revocation period, the Separation Agreement and General Release, then the vesting of any Restricted Shares Stock Units pursuant to this Section 4(b)(ii) shall not occur and all Restricted Shares Stock Units shall be forfeited.