Common use of Termination For Reasons Clause in Contracts

Termination For Reasons. Not associated with a "Change in Control." If ------------------------------------------------------------------ the Company terminates Employee without "Cause," or for reasons not associated with a "Change on Control," or Employee resigns with "Good Reason" (as hereinafter defined) then as a severance benefit and in lieu of all other compensation or damages (except as set forth in section 4 hereof) the Company shall: a. Continue to pay employee his current Base Salary as in effect on the date of such termination or resignation through the end of the month in which the applicable termination or resignation occurred and continuing for a period of twelve months, payable monthly in accordance with Employer's then payroll practice. b. Pay Employee to Employee's Target Bonus. Such amount shall be calculated based on the two full months prior to cessation of employment compared to the MBO Incentive Plan projected forward for a period of twenty-four months. Said amount shall be paid quarterly. c. Continue to provide Employee, at Company's expense, all medical, disability and life insurance benefits provided to him immediately prior to the date of such termination or resignation (or at the option of Employee, immediately prior to the date of the Change in Control) for a period of twelve months following the date of such termination or resignation, or, if any of such benefits cannot be provided to Employee for such twelve month period under the Company's policies as then in effect or under applicable law, then the Company shall pay Employee an amount equal to the monthly premiums paid on behalf of Employee for such benefits at the time of such termination or resignation for a period beginning on the date the Employee's participation in such benefits is prohibited and ending on the date that is twelve months following the date of such termination or resignation, payable in monthly installments within five days after the end of each month; and d. Accelerate the vesting of all unvested stock options granted to Employee under the Company's stock option and other benefit plan. e. Reimburse Employee for third party out placement services actually incurred by Employee in an amount not to exceed $10,000, provided such expenses are accounted for by Employee in accordance with the policies and procedures of the Company.

Termination For Reasons. Not associated with a "Change in Control." If ------------------------------------------------------------------ the ---------------------------------------------------------------- Company terminates Employee without "Cause," or for reasons not associated with a "Change on Control," or Employee resigns with "Good Reason" (as hereinafter defined) then as a severance benefit and in lieu of all other compensation or damages (except as set forth in section 4 hereof) the Company shall: a. Continue to pay employee his current Base Salary as in effect on the date of such termination or resignation through the end of the month in which the applicable termination or resignation occurred and continuing for a period of twelve months, payable monthly in accordance with Employer's then payroll practice. b. Pay Employee to Employee's Target Bonus. Such amount shall be calculated based on the two full months prior to cessation of employment compared to the MBO Incentive Plan projected forward for a period of twenty-four months. Said amount shall be paid quarterly. c. Continue to provide Employee, at Company's expense, all medical, disability and life insurance benefits provided to him immediately prior to the date of such termination or resignation (or at the option of Employee, immediately prior to the date of the Change in Control) for a period of twelve months following the date of such termination or resignation, or, if any of such benefits cannot be provided to Employee for such twelve month period under the Company's policies as then in effect or under applicable law, then the Company shall pay Employee an amount equal to the monthly premiums paid on behalf of Employee for such benefits at the time of such termination or resignation for a period beginning on the date the Employee's participation in such benefits is prohibited and ending on the date that is twelve months following the date of such termination or resignation, payable in monthly installments within five days after the end of each month; and d. Accelerate the vesting of all unvested stock options granted to Employee under the Company's stock option and other benefit plan. e. Reimburse Employee for third party out placement services actually incurred by Employee in an amount not to exceed $10,000, provided such expenses are accounted for by Employee in accordance with the policies and procedures of the Company.

Termination For Reasons. Not associated Associated with a "Change in Control." ". If ------------------------------------------------------------------ the ----------------------------------------------------------------- Company terminates Employee Executive without "Cause," or for reasons not associated with a "Change on in Control," or Employee resigns with "Good Reason" (as hereinafter defined) then as a severance benefit and in lieu of all other compensation or damages (except as set forth in section Section 4 hereof) the Company shall: a. Continue to pay employee Executive his current Base Salary base salary as in effect on the date of such termination or resignation through the end of the month in which the applicable termination or resignation occurred and continuing for a period of twelve nine months, payable either in monthly installments within five days after the end of each month, or at the option of Executive (i) 50% in accordance with Employer's then payroll practice.a lump sum within 45 days after the date of termination or resignation and (ii) 50% in nine equal monthly installments, commencing within fifteen days following termination or resignation and continuing thereafter on the same day of each month; b. Pay Employee to Employee's Target Bonus. Such amount shall be calculated based on Executive his MBO bonus for the two full months prior to cessation quarter in which the separation of employment compared takes place pursuant to the terms of the Lantronix MBO Incentive Plan projected forward for a period of twenty-four months. Said amount shall be paid quarterly.Program; c. Continue to provide Employee, Executive at Company's expense, Company expense all medical, disability and life insurance benefits provided to him immediately prior to the date of such termination or resignation (or or, at the option of EmployeeExecutive, immediately prior to the date of the Change in Control) for a period of twelve nine months following the date of such termination or resignation, or, if any of such benefits cannot be provided to Employee Executive for such twelve nine month period under the Company's policies as then in effect or under applicable law, then the Company shall pay Employee Executive an amount equal to the monthly premiums paid on behalf of Employee Executive for such benefits at the time of such termination or resignation for a period beginning on the date the EmployeeExecutive's participation in such benefits is prohibited and ending on the date that is twelve nine months following the date of such termination or resignation, payable in monthly installments within five days after the end of each month; and d. Accelerate Extend the vesting period of all unvested stock options granted for a period of three years beyond the date of termination. Extend the post-termination exercise period for all vested stock options to Employee under the Company's stock option and other benefit plancoincide with this three-year extension. e. Reimburse Employee Executive for third party out placement services actually incurred by Employee Executive in an amount not to exceed $10,00010000.00, provided such expenses are accounted for by Employee Executive in accordance with the policies and procedures of by the Company.