Common use of Termination by the Company without Cause or for Good Reason Clause in Contracts

Termination by the Company without Cause or for Good Reason. In the event Executive’s employment is terminated without Cause (as defined herein) or due to death or disability (as provided in Section 10(a)) or Executive resigns for Good Reason (as defined herein) and upon the execution of a Release by Executive and written acknowledgment of Executive’s continuing obligations under the Proprietary Information Agreement, Executive shall be entitled to receive the equivalent of six (6) months of his Base Salary as in effect immediately prior to the termination date, payable on the same basis and at the same time as previously paid and subject to employment tax withholdings and deductions, commencing on the first regularly scheduled pay date following the Effective Date of the Release. Provided that Executive is eligible for and timely elects continuation of his health insurance pursuant to COBRA, for a period of six (6) months following a termination without Cause, the Company shall also reimburse Executive for the cost of COBRA premiums to be paid in order for Executive to maintain medical insurance coverage that is substantially equivalent to that which Executive received immediately prior to the termination provided, however, that the Company’s obligation to pay Executive’s COBRA premiums will cease immediately in the event Executive becomes eligible for group health insurance during the six (6) month period, and Executive hereby agrees to promptly notify the Company if he becomes eligible to be covered by group health insurance in such event (the salary continuation and COBRA reimbursement are collectively referred to as the “Severance Benefits”).

Termination by the Company without Cause or for Good Reason. In the event ExecutiveEmployee’s employment is terminated without Cause (as defined herein) or due to death or disability (as provided in Section 10(a)) or Executive Employee resigns for Good Reason (as defined herein) and upon the execution of a Release by Executive Employee and written acknowledgment of ExecutiveEmployee’s continuing obligations under the Proprietary Information Agreement, Executive Employee shall be entitled to receive the equivalent of six twelve (612) months of his Base Salary as in effect immediately prior to the termination date, payable on the same basis and at the same time as previously paid and subject to employment tax withholdings and deductions, commencing on the first regularly scheduled pay date following the Effective Date of the Release. Provided that Executive Employee is eligible for and timely elects continuation of his health insurance pursuant to COBRA, for a period of six twelve (612) months following a termination without Cause, the Company shall also reimburse Executive Employee for the cost of COBRA premiums to be paid in order for Executive Employee to maintain medical insurance coverage that is substantially equivalent to that which Executive Employee received immediately prior to the termination provided, however, that the Company’s obligation to pay ExecutiveEmployee’s COBRA premiums will cease immediately in the event Executive Employee becomes eligible for group health insurance during the six twelve (612) month period, and Executive Employee hereby agrees to promptly notify the Company if he becomes eligible to be covered by group health insurance in such event (the salary continuation and COBRA reimbursement are collectively referred to as the “Severance Benefits”).

Termination by the Company without Cause or for Good Reason. In the event Executive’s employment is terminated without Cause (as defined herein) or due to death or disability (as provided in Section 10(a)) or Executive resigns for Good Reason (as defined herein) and upon the execution of a Release in the form of Exhibit B by Executive and written acknowledgment of Executive’s continuing obligations under the Proprietary Information Agreement, Executive shall be entitled to receive the equivalent of six twenty-four (624) months of his Base Salary as in effect immediately prior to the termination date, payable on the same basis and at the same time as previously paid and subject to employment tax withholdings and deductions, commencing on the first regularly scheduled pay date following the Effective Date of the Release. Provided that Executive is eligible for and timely elects continuation of his health insurance pursuant to COBRA, for a period of six twenty-four (624) months following a termination without Cause, the Company shall also reimburse Executive for the cost of COBRA premiums to be paid in order for Executive to maintain medical insurance coverage that is substantially equivalent to that which Executive received immediately prior to the termination provided, however, that the Company’s obligation to pay Executive’s COBRA premiums will cease immediately in the event Executive becomes eligible for group health insurance during the six twenty-four (624) month period, and Executive hereby agrees to promptly notify the Company if he becomes eligible to be covered by group health insurance in such event (the salary continuation and COBRA reimbursement are collectively referred to as the “Severance Benefits”). The Release shall not apply in the event that Executive does not accept the Severance Benefits.

Termination by the Company without Cause or for Good Reason. In the event Executive’s employment is terminated without Cause (as defined herein) or due to death or disability (as provided in Section 10(a)) or Executive resigns for Good Reason (as defined herein) and upon the execution of a Release by Executive and written acknowledgment of Executive’s continuing obligations under the Proprietary Information Agreement, Executive shall be entitled to receive the equivalent of six twelve (612) months of his Base Salary as in effect immediately prior to the termination date, payable on the same basis and at the same time as previously paid and subject to employment tax withholdings and deductions, commencing on the first regularly scheduled pay date following the Effective Date of the Release. Provided that Executive is eligible for and timely elects continuation of his health insurance pursuant to COBRA, for a period of six twelve (612) months following a termination without Cause, the Company shall also reimburse Executive for the cost of COBRA premiums to be paid in order for Executive to maintain medical insurance coverage that is substantially equivalent to that which Executive received immediately prior to the termination provided, however, that the Company’s obligation to pay Executive’s COBRA premiums will cease immediately in the event Executive becomes eligible for group health insurance during the six twelve (612) month period, and Executive hereby agrees to promptly notify the Company if he becomes eligible to be covered by group health insurance in such event (the salary continuation and COBRA reimbursement are collectively referred to as the “Severance Benefits”).