Common use of Termination with Good Reason Clause in Contracts

Termination with Good Reason. You may voluntarily terminate your employment at any time with “Good Reason,” as defined below, upon written notice to take effect on the date specified in such notice. In the event of any such termination under this paragraph, the Company shall pay to you the equivalent of your average annual compensation (based on the last five years’ average) and benefits for a period of one (1) year from the date of your termination, in accordance with the normal pay practices of the Company; provided, however, that any obligations of the Company to you pursuant to this paragraph shall terminate upon any matter constituting Cause becoming known to the Company subsequent to such termination. Except as set forth in this paragraph, upon such a termination, neither you nor the Company shall have any further rights, obligations or claims against the other except as specifically provided under this letter agreement or imposed by law.

Termination with Good Reason. You may voluntarily terminate your employment at any time with “Good Reason,.” as defined below, upon written notice to take effect on the date specified in such notice. In the event of any such termination under this paragraphparagraph 13, the Company shall (i) pay to you a lump sum of $360,000; and (ii) provide to you benefits (other than participation in pension or other retirement plans or arrangements)substantially equivalent to the equivalent of your average annual compensation (based Benefits to which you are entitled on the last five years’ average) and benefits for a period date of one (1) year such termination until two years from the date of your termination, in accordance with the normal pay practices termination of the Companyemployment; provided, however, provided further that any obligations of the Company to you pursuant to this paragraph 13 shall terminate upon any matter constituting Cause a material breach of your obligations under paragraphs 15, 16, or 17 becoming known to the Company subsequent to such termination. Except as set forth in this paragraphparagraph 13, upon such a termination, neither you nor the Company shall have any further rights, obligations or claims against the other except as specifically provided under this letter agreement or imposed by lawagreement.

Termination with Good Reason. You may voluntarily terminate your employment at any time with “Good Reason,” as defined below, upon written notice to take effect on the date specified in such notice. In the event of any such termination under this paragraph, the Company shall pay to you the equivalent of your average annual compensation (based on the last five years’ average) and benefits base salary for a period of one (1) year from the date of your termination, in accordance with the normal pay practices of the Company; provided, however, that any obligations of the Company to you pursuant to this paragraph shall terminate upon any matter constituting Cause becoming known to the Company subsequent to such termination. Except as set forth in this paragraph, upon such a termination, neither you nor the Company shall have any further rights, obligations or claims against the other except as specifically provided under this letter agreement or imposed by law.