Common use of Termination by Employer for Any Other Reason Clause in Contracts

Termination by Employer for Any Other Reason. If Executive’s employment hereunder shall be terminated by Employer for any reason other than as provided under Sections 6.1, 6.2, or 6.3 of this Agreement, and in addition to accrued and unpaid salary and vacation to the date of termination, Employer shall pay to Executive, as liquidated damages and not as a penalty, an amount equal to 100% of the annual Base Salary of Executive as of the date of termination. Such amount shall be payable (i) in a lump sum immediately subsequent to the date of such termination in the event of a termination in connection with, upon, or within one year after a Change in Control (as hereinafter defined), or a termination by Executive for Good Reason (as hereinafter defined) in connection with, upon, or within one year after a Change in Control, and (ii) in installments commencing immediately in accordance with the customary payroll policy of Employer in effect at the time such payment is made in the event of any other termination governed by this Section 6.4. Executive shall also be entitled to a continuation, at Employer’s expense, of all health and medical benefits and life insurance provided under Section 4 herein for the twelve-month period following such termination of employment so long as such continuation of coverage is permitted under Employer’s benefit plans and applicable law; provided, however, that such coverage shall terminate if Executive commences employment with a subsequent employer within such twelve-month period at such time as Executive’s coverage under such subsequent employer’s benefit plans becomes effective. If any such continuation of coverage is not permitted under Employer’s benefit plans and applicable law, Employer shall pay the monthly premium payments as and when due for any equivalent alternative coverage such as COBRA payments or the like. It is expressly agreed and understood that said payments of liquidated damages will be in complete satisfaction of any and all claims, liabilities and damages of any nature whatsoever relating to or growing out of Executive’s employment or Employer’s termination without Cause of Executive’s employment, except as otherwise stated herein. All payments under this Section 6.4 shall be conditioned upon execution and delivery by the Executive within 30 days of his termination of an appropriate mutual release by Executive and Employer which release shall be provided to the Executive within 5 days of his termination). All unvested options and stock grants granted to Executive shall immediately be 100% fully vested as of the date of any termination under this Section 6.4.

Termination by Employer for Any Other Reason. If Executive’s employment hereunder shall be terminated by Employer for any reason other than as provided under Sections 6.1, 6.2, or 6.3 of this Agreement, and in addition to accrued and unpaid salary and vacation to the date of termination, Employer shall pay to Executive, as liquidated damages and not as a penalty, an amount equal to 100% of the annual Base Salary of Executive as of the date of termination. Such amount shall be payable (i) in a lump sum immediately subsequent to the date of such termination in the event of a termination in connection with, upon, or within one year after a Change in Control (as hereinafter defined), or a termination by Executive for Good Reason (as hereinafter defined) in connection with, upon, or within one year after a Change in Control, and (ii) in installments commencing immediately in accordance with the customary payroll policy of Employer in effect at the time such payment is made in the event of any other termination governed by this Section 6.4. Executive shall also be entitled to a continuation, at Employer’s expense, of all health and medical benefits and life insurance provided under Section 4 herein for the twelve-month period following such termination of employment so long as such continuation of coverage is permitted under Employer’s benefit plans and applicable law; provided, however, that such coverage shall terminate if Executive commences employment with a subsequent employer within such twelve-month period at such time as Executive’s coverage under such subsequent employer’s benefit plans becomes effective. If any such continuation of coverage is not permitted under Employer’s benefit plans and applicable law, Employer shall pay the monthly premium payments as and when due for any equivalent alternative coverage such as COBRA payments or the like. It is expressly agreed and understood that said payments of liquidated damages will be in complete satisfaction of any and all claims, liabilities and damages of any nature whatsoever relating to or growing out of Executive’s employment or Employer’s termination without Cause of Executive’s employment, except as otherwise stated herein. All payments under this Section 6.4 shall be conditioned upon execution and delivery by the Executive within 30 days of his termination of an appropriate mutual release by Executive and Employer which release shall be provided to the Executive within 5 days of his termination)Employer. All unvested options and stock grants granted to Executive shall immediately be 100% fully vested as of the date of any termination under this Section 6.4.