Common use of Termination with Good Reason or without Cause Clause in Contracts

Termination with Good Reason or without Cause. If, during the Term, (i) Executive resigns as a member of the Board and as President and Chief Executive Officer of the Company for Good Reason (as defined below); or (ii) Executive’s services are terminated without Cause (as defined above); then immediately upon such event: (i) The Company shall (except as set forth below) (A) continue to pay Executive the Annual Base Salary then in effect through the last day of the Term; (B) pay Executive any earned, but unpaid, bonus for the prior year of the Term; (C) pay Executive for any unused vacation or other time-off benefits; and (D) pay Executive for unpaid reimbursable business expenses incurred through the last day of Executive’s services. (ii) For an additional one (1) year, the Company shall continue benefits, at its expense, to Executive at least equal to those which would have been provided to her in accordance with this Agreement and the plans, programs, practices and policies of the Company if her services had not ended or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other executives of the Company and their families. (iii) All unvested portion(s) of the Option granted to Executive by the Company pursuant to Paragraph 3(c) of this Agreement shall vest and immediately become exercisable upon the effective date of such termination, but shall otherwise remain subject to all other terms and conditions specified in Paragraph 3(c) of this Agreement and the Company’s stock option plan, if any, that may be in effect from time to time. (iv) At Executive’s option, and taking into account the Company’s needs as a public company, an agreed upon statement will be issued to Executives and an agreed upon press release will be issued to the media concerning the departure of Executive.

Termination with Good Reason or without Cause. If, during the Term, (i) Executive resigns as a member of the Board and as President and Chief Executive Operating Officer of the Company for Good Reason (as defined below); or (ii) Executive’s services are terminated without Cause (as defined above); then immediately upon such event: (i) The Company shall (except as set forth below) (A) continue to pay Executive the Annual Base Salary then in effect through for the last day of the Termnext six month period; (B) pay Executive any earned, but unpaid, bonus for the prior year of the Term; (C) pay Executive for any unused vacation or other time-off benefits; and (D) pay Executive for unpaid reimbursable business expenses incurred through the last day of Executive’s services. (ii) For an additional one (1) yearsuch Severance Period, the Company shall continue benefits, at its expense, to Executive at least equal to those which would have been provided to her him in accordance with this Agreement and the plans, programs, practices and policies of the Company if her his services had not ended or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other executives of the Company and their families. (iii) All unvested portion(sportions) of the Option granted to Executive by the Company pursuant to Paragraph 3(c) of this Agreement shall not vest or become exercisable, and immediately become exercisable upon the effective date of termination such termination, but portion of the Option shall otherwise remain subject to all other terms expire and conditions specified in Paragraph 3(c) of this Agreement be null and the Company’s stock option plan, if any, that may be in effect from time to timevoid. (iv) At Executive’s option, and taking into account the Company’s needs as a public company, an a mutually agreed upon statement will be issued to Executives and an agreed upon press release will be issued to the media concerning the departure of Executive.

Termination with Good Reason or without Cause. If, during the Term, (i) Executive resigns as a member of the Board and as President and Chief Executive Operating Officer of the Company for Good Reason (as defined below); or (ii) Executive’s services are terminated without Cause (as defined above); then immediately upon such event: (i) The Company shall (except as set forth below) (A) continue to pay Executive the Annual Base Salary then in effect through for the last day of the Termnext six month period; (B) pay Executive any earned, but unpaid, bonus for the prior year of the Term; (C) pay Executive for any unused vacation or other time-off benefits; and (D) pay Executive for unpaid reimbursable business expenses incurred through the last day of Executive’s services. (ii) For an additional one (1) yearsuch six month period, the Company shall continue benefits, at its expense, to Executive at least equal to those which would have been provided to her him in accordance with this Agreement and the plans, programs, practices and policies of the Company if her his services had not ended or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other executives of the Company and their families. (iii) All unvested portion(s) of the Option granted to Executive by the Company pursuant to Paragraph 3(c) of this Agreement shall not vest or become exercisable, and immediately become exercisable upon the effective date of termination such termination, but portion of the Option shall otherwise remain subject to all other terms expire and conditions specified in Paragraph 3(c) of this Agreement be null and the Company’s stock option plan, if any, that may be in effect from time to timevoid. (iv) At Executive’s option, and taking into account the Company’s needs as a public company, an agreed upon statement will be issued to Executives and an agreed upon press release will be issued to the media concerning the departure of Executive.

Termination with Good Reason or without Cause. If, during the Term, (i) Executive resigns as a member of the Board and as President and Chief Executive Financial Officer of the Company for Good Reason (as defined below); or (ii) Executive’s services are terminated without Cause (as defined above); then immediately upon such event: (i) The Company shall (except as set forth below) (A) continue to pay Executive the Annual Base Salary then in effect through for the last day of the Termnext six month period; (B) pay Executive any earned, but unpaid, bonus for the prior year of the Term; (C) pay Executive for any unused vacation or other time-off benefits; and (D) pay Executive for unpaid reimbursable business expenses incurred through the last day of Executive’s services. (ii) For an additional one (1) yearsuch six month period, the Company shall continue benefits, at its expense, to Executive at least equal to those which would have been provided to her him in accordance with this Agreement and the plans, programs, practices and policies of the Company if her his services had not ended or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other executives of the Company and their families. (iii) All unvested portion(s) of the Option granted to Executive by the Company pursuant to Paragraph 3(c) of this Agreement shall not vest or become exercisable, and immediately become exercisable upon the effective date of termination such termination, but portion of the Option shall otherwise remain subject to all other terms expire and conditions specified in Paragraph 3(c) of this Agreement be null and the Company’s stock option plan, if any, that may be in effect from time to timevoid. (iv) At Executive’s option, and taking into account the Company’s needs as a public company, an agreed upon statement will be issued to Executives and an agreed upon press release will be issued to the media concerning the departure of Executive.