Common use of Termination other than for Cause or Termination for Good Reason Clause in Contracts

Termination other than for Cause or Termination for Good Reason. If Executive’s employment with the Employer is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer shall provide Executive the following benefits: (i) Commencing on the first Employer payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii)), with such amount to be paid in twelve (12) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 shall be paid on the first Employer payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve (12) by any such “catch-up” payments that are made. (ii) For purposes of this Agreement, “Severance Amount” means (A) for any Termination other than during a Covered Period, an amount equal to one hundred percent (100%) of Executive’s then-current Annual Base Salary as of the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Termination.

Termination other than for Cause or Termination for Good Reason. If Executive’s employment with the Employer Company is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer Company shall provide Executive the following benefits: (i) Commencing on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii4(c)(ii)), with such amount to be paid in twelve (12) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 shall be paid on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve (12) by any such “catch-up” payments that are made. (ii) For purposes To the extent any portion of this Agreementthe Severance Amount exceeds the “safe harbor” amount described in Treasury Regulation §1.409A-1(b)(9)(iii)(A), Executive shall receive such portion of the Severance Amount that exceeds the “Severance Amountsafe harbor” means amount in a single lump sum payment payable on the first Company payroll date that occurs on or following the sixtieth (A60th) for any day following the Termination other than during a Covered Period, an amount equal to one hundred percent Date. (100%iii) of Executive (and Executive’s then-current Annual Base Salary dependents, as of may be applicable) shall be entitled to the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Terminationbenefits described in Section 4(e).

Termination other than for Cause or Termination for Good Reason. If the Executive’s employment with the Employer Company is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer Company shall provide the Executive the following benefits: (i) Commencing on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, the Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii4(c)(ii)), with such amount to be paid in twelve (12) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 shall be paid on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve (12) by any such “catch-up” payments that are made. (ii) For purposes To the extent any portion of this Agreementthe Severance Amount exceeds the “safe harbor” amount described in Treasury Regulation §1.409A-1(b)(9)(iii)(A), the Executive shall receive such portion of the Severance Amount that exceeds the “Severance Amountsafe harbor” means amount in a single lump sum payment payable on the first Company payroll date that occurs on or following the sixtieth (A60th) for any day following the Termination other than during a Covered Period, an amount equal to one hundred percent Date. (100%iii) of The Executive (and the Executive’s then-current Annual Base Salary dependents, as of may be applicable) shall be entitled to the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Terminationbenefits described in Section 4(e).

Termination other than for Cause or Termination for Good Reason. If the Executive’s 's employment with the Employer Company is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer Company shall provide the Executive the following benefits: (i) Commencing on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, the Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii4(c)(ii)), with such amount to be paid in twelve (12) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 shall be paid on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve (12) by any such “catch-up” payments that are made. (ii) For purposes of this Agreement, “Severance Amount” means (A) for To the extent any Termination other than during a Covered Period, an amount equal to one hundred percent (100%) of Executive’s then-current Annual Base Salary as portion of the respective Termination; or (B) for a Termination during a Covered PeriodSeverance Amount exceeds the “safe harbor” amount described in Treasury Regulation §1.409A-1(b)(9)(iii)(A), an amount equal to two hundred percent (200%) of Executive’s Base Compensation as the Executive shall receive such portion of the respective TerminationSeverance Amount that exceeds the “safe harbor” amount in a single lump sum payment payable on the first Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date. (iii) The Executive (and the Executive's dependents, as may be applicable) shall be entitled to the benefits described in Section 4(e).

Termination other than for Cause or Termination for Good Reason. If the Executive’s employment with the Employer Company is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer Company shall provide the Executive the following benefits: (i) Commencing on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, the Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii5(c)(ii)), with such amount to be paid in twelve (12) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 6 shall be paid on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve (12) by any such “catch-up” payments that are made. (ii) For purposes To the extent any portion of this Agreementthe Severance Amount exceeds the “safe harbor” amount described in Treasury Regulation §1.409A-1(b)(9)(iii)(A), the Executive shall receive such portion of the Severance Amount that exceeds the “Severance Amountsafe harbor” means amount in a single lump sum payment payable on the first Company payroll date that occurs on or following the sixtieth (A60th) for any day following the Termination other than during a Covered Period, an amount equal to one hundred percent Date. (100%iii) of The Executive (and the Executive’s then-current Annual Base Salary dependents, as of may be applicable) shall be entitled to the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Terminationbenefits described in Section 5(e).

Termination other than for Cause or Termination for Good Reason. If Executive’s employment with the Employer Company is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Employer Company shall provide Executive the following benefits: (i) Commencing on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, Executive shall receive the Severance Amount described in Section 4(c)(ii) (less any amount described in Section 4(c)(iii4(c)(ii)), with such amount to be paid in twelve six (126) substantially equal monthly installments (subject to the remaining provisions of this paragraph), with each successive payment being due on the next monthly payroll date following the first installment, provided that any such monthly installments that would have been paid in the sixty (60)-day period following the Termination Date but for the Release requirement in Section 5 shall be paid on the first Employer Company payroll date that occurs on or following the sixtieth (60th) day following the Termination Date, and the number of remaining substantially equal monthly installments to be made shall be reduced from twelve six (126) by any such “catch-up” payments that are made. (ii) For purposes To the extent any portion of this Agreementthe Severance Amount exceeds the “safe harbor” amount described in Treasury Regulation §1.409A-1(b)(9)(iii)(A), Executive shall receive such portion of the Severance Amount that exceeds the “Severance Amountsafe harbor” means amount in a single lump sum payment payable on the first Company payroll date that occurs on or following the sixtieth (A60th) for any day following the Termination other than during a Covered Period, an amount equal to one hundred percent Date. (100%iii) of Executive (and Executive’s then-current Annual Base Salary dependents, as of may be applicable) shall be entitled to the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Terminationbenefits described in Section 4(e).