Common use of Termination by Employee for Cause Clause in Contracts

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change in control of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 shares of the Company's common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 shares awarded Employee under section 4(b) above. Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the change in his duties or (b) the announcement and closing of a transaction resulting in a change in control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awards. For purposes of this section, a change in control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's ’s job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change Change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 500,000 shares of the Company's ’s common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 common stock shares awarded Employee under section Section 4(b) above. The above stock award will not subject to any customary adjustments for stock splits, stock dividends and the like undertaken by the Company. In addition, all Employee’s then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the a change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's ’s job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change Change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 500,000 shares of the Company's ’s common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 common stock shares awarded Employee under section Section 4(b) above. In addition, all Employee’s then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the a change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs --------------------------------- a --------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change Change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 200,000 shares of the Company's common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 common stock shares awarded Employee under section Section 4(b) above. In addition, all Employee's then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the a change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- ------------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change in control of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 100,000 shares of the Company's common stockstock and all Employee's outstanding but unvested stock options shall vest 100%. For avoidance of doubt, this award shall be in lieu of the 250,000 100,000 shares awarded Employee under section 4(b) above. Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the change in his duties or (b) the announcement and closing of a transaction resulting in a change in control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awards. For purposes of this section, a change in control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change in control of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 200,000 shares of the Company's common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 shares awarded Employee under section 4(b) above. Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the change in his duties or (b) the announcement and closing of a transaction resulting in a change in control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awards. For purposes of this section, a change in control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change Change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 500,000 shares of the Company's common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 common stock shares awarded Employee under section Section 4(b) above. In addition, all Employee's then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the a change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change Change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a lump sum severance payment equal to twelve (12) months of Employee’s then base salary payable within thirty (30) days of the date of termination and an award additional severance payment of 250,000 shares of the Company's ’s common stock. For avoidance of doubtThe stock award will not subject to any customary adjustments for stock splits, this award stock dividends and the like undertaken by the Company. In addition, all Employee’s then outstanding but unvested stock options shall be in lieu of the 250,000 shares awarded Employee under section 4(b) abovevest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur:

Termination by Employee for Cause. In the event there occurs a --------------------------------- substantial change in the Employee's job duties, there is a decrease in or a failure to provide the compensation or vested benefits under this Agreement or there is a change Change in control Control (as defined below) of the Company, Employee shall have the right to resign his employment and will be entitled to receive a severance payment equal to an award of 250,000 200,000 shares of the Company's common stock. For avoidance of doubt, this award shall be in lieu of the 250,000 200,000 common stock shares awarded Employee under section Section 4(b) above. In addition, all Employee's then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have thirty (30) days from the date written notice is given to Employee about either (a) the a change in his duties or (b) the announcement and closing of a transaction resulting in a change Change in control Control of the Company to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay or any further stock awardspay. For purposes of this sectionSection 4, a change Change in control Control shall be deemed to have occurred if any of the following occur: