Common use of Termination of Employment by the Company Clause in Contracts

Termination of Employment by the Company. Without Cause or By the Executive for Good Reason (other than following a Change of Control). If, before the end of the Contract Term, unless such event follows a Change of Control, the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason (as that term is defined in the following Section 1.4), the Executive shall receive the following: (a) In a lump sum, that portion of the Executive's annual base salary which is accrued but unpaid as of the Date of Termination and any unpaid Annual Bonus applicable to any Annual Bonus Period which ended prior to the Date of Termination; (b) In monthly payments, the amount of the Executive's annual base salary (not taking into account any reductions which would constitute Good Reason) which would be payable for the period beginning on the Date of Termination and ending on the date that is one (1) year following the Date of Termination; (c) Following the Annual Bonus Period during which the Date of Termination occurs and in accordance with Company policy, a pro rata portion of the Annual Bonus applicable to such Annual Bonus Period based upon actual performance for the Annual Bonus Period (such pro rata bonus shall be based on the portion of such Annual Bonus Period that expired prior to the Date of Termination, shall be payable following such Annual Bonus Period in accordance with Company policy and shall be determined without regard to any reduction in earnings on account of interest paid on additional debt incurred by the Company in connection with any Change in Control); and (d) During the period in which the Executive is receiving the payments set forth in subsection 1.3(b) above, the employee benefits to which the Executive was entitled during the Contract Term. The employee benefits to which the Executive is entitled hereunder shall include the continued use of a Company vehicle. The Executive will not be entitled to participate in the Company's 401(k) plan, employee stock ownership plan, or similar retirement savings plan following the Date of Termination. The amount of any employee benefits payable under this Section 1.3(d) and the use of the Company vehicle shall be reduced or eliminated to the extent the Executive becomes entitled to duplicative benefits by virtue of his/her subsequent employment after the Date of Termination.

Termination of Employment by the Company. Without Cause The Company may terminate Employee’s employment with the Company for any reason whatsoever, with or By without cause, upon 30 days' written notice to Employee. If the Executive Company requests, Employee will continue to perform his or her duties and will be paid Employee’s regular salary up to the date of termination. On the date of termination, the Company will pay to Employee (i) a severance amount equal to 3 times Employee’s regular monthly salary and (ii) any compensation that Employee has earned as of the date of termination but not yet received. To the extent Employee is eligible to receive COBRA insurance and elects to receive such insurance, the Company will reimburse Employee for Good Reason (other than premiums associated with such insurance for a period of 3 months following the date of termination. In addition, if the Company’s board of directors, in their sole discretion, awards bonuses for the year in which Employee is terminated, the Company will pay to Employee his or her pro rata share of any such bonus. Such payment to be made within 30 days after the Company’s board of directors awards any such bonuses. In the event of a Change of Control). If, before the end Control (as defined below) of the Contract Term, unless such event follows a Company and (i) during the three-month period immediately preceding any Change of Control or the one-year period immediately following any Change of Control, the Executive's Company terminates Employee’s employment is terminated by the Company without for any reason other than Employee’s death, Disability (as defined below), retirement or Just Cause (as defined below) or by the Executive (ii) Employee terminates employment for Good Reason (as that term is defined in the following Section 1.4below), then the Executive Company or its successor shall receive pay Employee his or her regular salary in effect at the following: (a) In a lump sum, that portion time of the Executive's annual base notice of termination through the date of termination. On the date of termination, the Company will pay to Employee (i) a severance amount equal to 18 times Employee’s regular monthly salary which is accrued but unpaid and (ii) any compensation that Employee has earned as of the Date date of Termination termination but not yet received. To the extent Employee is eligible to receive COBRA insurance and any unpaid Annual Bonus applicable elects to any Annual Bonus Period which ended prior to the Date of Termination; (b) In monthly paymentsreceive such insurance, the amount Company will reimburse Employee for premiums associated with such insurance for a period of 18 months following the Executive's annual base salary (not taking into account any reductions which would constitute Good Reason) which would be payable date of termination. In addition, if the Company’s board of directors, in their sole discretion, awards bonuses for the period beginning on year in which Employee is terminated, the Date of Termination and ending on the date that is one (1) year following the Date of Termination; (c) Following the Annual Bonus Period during which the Date of Termination occurs and in accordance with Company policy, a will pay to Employee his or her pro rata portion share of any such bonus. Such payment to be made within 30 days after the Annual Bonus applicable to Company’s board of directors awards any such Annual Bonus Period based upon actual performance for the Annual Bonus Period (such pro rata bonus shall be based on the portion of such Annual Bonus Period that expired prior to the Date of Termination, shall be payable following such Annual Bonus Period in accordance with Company policy and shall be determined without regard to any reduction in earnings on account of interest paid on additional debt incurred by the Company in connection with any Change in Control); and (d) During the period in which the Executive is receiving the payments set forth in subsection 1.3(b) above, the employee benefits to which the Executive was entitled during the Contract Termbonuses. The employee benefits to which the Executive is entitled hereunder following definitions shall include the continued use of a Company vehicle. The Executive will not be entitled to participate in the Company's 401(k) plan, employee stock ownership plan, or similar retirement savings plan following the Date of Termination. The amount of any employee benefits payable under apply regarding this Section 1.3(d) and the use of the Company vehicle shall be reduced or eliminated to the extent the Executive becomes entitled to duplicative benefits by virtue of his/her subsequent employment after the Date of Termination.provision:

Termination of Employment by the Company. Without Cause or By the Executive for Good Reason (other than following a Change of Control). If, before the end of the Contract Term, unless such event follows a Change of Control, the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason (as that term is defined in the following Section 1.4), the Executive shall receive the following: (a) In a lump sum, that portion of the Executive's annual base salary which is accrued but unpaid as of the Date of Termination and any unpaid Annual Bonus applicable to any Annual Bonus Period which ended prior to the Date of Termination; (b) In monthly payments, the amount of the Executive's annual base salary (not taking into account any reductions which would constitute Good Reason) which would be payable for the period beginning on the Date of Termination and ending on the date that is one (1) year following the Date of Termination; (c) Following the Annual Bonus Period during which the Date of Termination occurs and in accordance with Company policy, a pro rata portion of the Annual Bonus applicable to such Annual Bonus Period based upon actual performance for the Annual Bonus Period (such pro rata bonus shall be based on the portion of such Annual Bonus Period that expired prior to the Date of Termination, shall be payable following such Annual Bonus Period in accordance with Company policy and shall be determined without regard to any reduction in earnings on account of interest paid on additional debt incurred by the Company in connection with any Change in Control); and (d) A cash payment representing an Annual Bonus for the one-year period following the Date of Termination, which cash payment will be equal to the Annual Bonus that would have been payable to the Executive for the entire Annual Bonus Period during which the Date of Termination occurs, and which will be payable on the date that is one year following the Date of Termination; and (e) During the period in which the Executive is receiving the payments set forth in subsection 1.3(b) above, the employee benefits to which the Executive was entitled during the Contract Term. The employee benefits to which the Executive is entitled hereunder shall include the continued use of a Company vehicle. The Executive will not be entitled to participate in the Company's 401(k) plan, employee stock ownership plan, or similar retirement savings plan following the Date of Termination. The amount of any employee benefits payable under this Section 1.3(d) and the use of the Company vehicle shall be reduced or eliminated to the extent the Executive becomes entitled to duplicative benefits by virtue of his/her subsequent employment after the Date of Termination.

Termination of Employment by the Company. Without Cause or By the ---------------------------------------------------------------- Executive for Good Reason (other than following a Change of Control)Reason. If, before the end of the Contract Term, unless such event follows a Change of Control, the ------------------------- Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason (as that term is defined in the following Section 1.4)Reason, the Executive shall receive the following: (a) In a lump sum, that portion of the Executive's annual base salary which is accrued but unpaid as of the Date of Termination and any unpaid Annual Bonus applicable to any Annual Bonus Period which ended prior to the Date of Termination; (b) In monthly payments, the amount of the Executive's annual base salary (not taking into account any reductions which would constitute Good Reason) which would be payable for the period beginning on the Date of Termination and ending on the date that is one (1) year following last day of the Date of TerminationContract Term; (c) Following the Annual Bonus Period during which the Date of Termination occurs and in accordance with Company policy, a pro rata portion of the Annual Bonus applicable to such Annual Bonus Period based upon actual performance for the Annual Bonus Period (such Such pro rata bonus shall be based on the portion of such Annual Bonus Period that expired prior to the Date of Termination, shall be payable following such Annual Bonus Period in accordance with Company policy and shall be determined without regard to any reduction in earnings on account of interest paid on additional debt incurred by the Company in connection with any Change in Control); and (d) During the period in which the Executive is receiving the payments set forth in subsection 1.3(b) above, the employee The benefits to which the Executive was entitled during the Contract Term. The employee benefits to which the Executive is entitled hereunder shall include the continued use of a Company vehicle. The Executive will not be entitled to participate in the Company's 401(k) plan, employee stock ownership plan, or similar retirement savings plan following the Date of Termination. (The amount of any employee benefits payable under this Section 1.3(d) and the use of the Company vehicle shall be reduced or eliminated to the extent the Executive becomes shall be entitled to duplicative benefits by virtue of his/her subsequent employment after the Date of Termination.)