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

Termination by the Employer for Cause or by the Executive without Good Reason. If, during the Employment Period, the Employer terminates the Executive’s employment for Cause pursuant to Section 8(a)(ii)(B) or the Executive terminates his employment without Good Reason, the Employer shall pay to the Executive the Executive’s Base Salary due through the Date of Termination and all Accrued Benefits, if any, to which the Executive is entitled as of the Date of Termination, at the time such payments are due, and the Executive’s rights with respect to equity or equity-related awards shall be governed by the applicable terms of the related plan or award agreement. Unvested shares of Stock previously granted and any shares of Stock scheduled to be granted under Section 5(e) on or after the Date of Termination shall be forfeited by the Executive. In addition, if the Executive voluntarily terminates his employment without Good Reason after a Change in Control, the Employer shall: (i) continue to pay the Executive his Base Salary in effect on his Date of Termination (without giving any effect to reductions thereto after a Change in Control) during the Non-Compete Period; and (ii) immediately pay the Executive in a cash lump sum an amount equal to a pro rata portion (based upon the number of days that the Executive was employed during the calendar year in which the Date of Termination occurs) of the minimum cash bonus required to be paid by the Employer under Section 5(b) for the year of his termination. Except as set forth herein, the Employer shall have no further obligations to the Executive under this Agreement.

Termination by the Employer for Cause or by the Executive without Good Reason. If, during the Employment Period, the Employer terminates the Executive’s employment for Cause pursuant to Section 8(a)(ii)(B) or the Executive terminates his employment without Good Reason, the Employer shall pay to the Executive the Executive’s Base Salary due through the Date of Termination and all Accrued Benefits, if any, to which the Executive is entitled as of the Date of Termination, at the time such payments are due, and the Executive’s rights with respect to equity or equity-related awards shall be governed by the applicable terms of the related plan or award agreement. Unvested shares of Stock previously granted and any shares of Stock scheduled to be granted under Section 5(e) on or after the Date of Termination shall be forfeited by the Executive. In addition, if the Executive voluntarily terminates his employment without Good Reason after a Change in Control, the Employer shall: (i) continue to pay the Executive his Base Salary in effect on his Date of Termination (without giving any effect to reductions thereto after a Change in Control) during the Non-Compete Period; and (ii) immediately pay the Executive in a cash lump sum an amount equal to a pro rata portion (based upon the number of days that the Executive was employed during the calendar year in which the Date of Termination occurs) of the minimum cash bonus required to be paid by the Employer under Section 5(b) for the year of his termination. Except as set forth herein, the Employer shall have no further obligations to the Executive under this Agreement.