Common use of Termination Without Cause and Resignation for Good Reason Clause in Contracts

Termination Without Cause and Resignation for Good Reason. In the event that the employment of the Executive is terminated by Asterias without “Cause” as defined in this Agreement or resigns for "Good Reason," otherwise than within twelve (12) months following a “change in control” as defined in this Agreement, Executive shall receive payment for all accrued but unpaid salary, accrued but unpaid bonus, if any, and vacation accrued as of the date of termination of Executive’s employment, and as severance compensation (A) three months of base salary if Executive’s employment is terminated within the first 12 months of employment, or (B) six months of base salary if Executive’s employment is terminated after 12 months of employment, and (C) accelerated vesting of fifty percent (50%) of the then unvested stock options granted to Executive if Executive has been employed by Asterias for at least 12 months. The severance compensation described in clauses (A) and (B) of this paragraph may be paid in a lump sum or, at the election of Asterias, in installments consistent with the payment of Executive's salary while employed by Asterias, subject to such payroll deductions and withholdings as are required by law. This paragraph shall not apply to (x) termination of Executive’s employment by a Related Company if Executive remains employed by Asterias, or (y) termination of Executive’s employment by Asterias if Executive remains employed by a Related Company.

Termination Without Cause and Resignation for Good Reason. In the event that the employment of the Executive is terminated by Asterias without “Cause” as defined in this Agreement or Executive resigns for "“Good Reason," ” as defined in this Agreement otherwise than within twelve (12) months following a “change Change in controlControl” as defined in this Agreement, Executive shall receive payment for all accrued but unpaid salary, accrued but unpaid bonus, if any, and vacation accrued as of the date of termination of Executive’s employment, and as severance compensation (A) three months of salary continuation at Executive’s then-current base salary if Executive’s employment is terminated within the first 12 months of employment, or for twelve (B12) six months of base salary if Executive’s employment is terminated after 12 months of employmentmonths, and (CB) accelerated vesting of fifty percent (50%) % of the then unvested stock options and restricted stock granted to Executive if Executive has been employed by Asterias for at least 12 monthsExecutive. The severance compensation salary continuation described in clauses clause (A) and (B) of this paragraph may be paid in a lump sum or, at shall begin as soon as practicable after the election of Asterias, in installments consistent with the payment effective date of Executive's salary while employed by Asterias’s separation agreement, no later than 60 days after the date of Executive’s termination of employment, subject to such payroll deductions and withholdings as are required by law. This paragraph shall not apply to (x) termination of Executive’s employment by a Related Company if Executive remains employed by AsteriasAsterias or another Related Company, or (y) termination of Executive’s employment by Asterias if Executive remains employed by a Related Company.

Termination Without Cause and Resignation for Good Reason. In the event that the employment of the Executive Employee is terminated by Asterias without “Cause” as defined in this Agreement or Employee resigns for "“Good Reason," ” as defined in this Agreement otherwise than within twelve (12) months following a “change Change in controlControl” as defined in this Agreement, Executive Employee shall receive payment for all accrued but unpaid salary, accrued but unpaid bonus, if any, and vacation accrued as of the date of termination of ExecutiveEmployee’s employment, and as severance compensation (A) three months of salary continuation at Employee’s then-current base salary if Executive’s employment is terminated within the first 12 months of employment, or for six (B6) six months of base salary if Executive’s employment is terminated after 12 months of employment, and (C) accelerated vesting of fifty percent (50%) of the then unvested stock options granted to Executive if Executive has been employed by Asterias for at least 12 months. The severance compensation salary continuation described in clauses (A) and (B) of this paragraph may be paid in a lump sum orshall begin as soon as practicable after the effective date of Employee’s separation agreement, at no later than 60 days after the election date of Asterias, in installments consistent with the payment Employee’s termination of Executive's salary while employed by Asteriasemployment, subject to such payroll deductions and withholdings as are required by law. This paragraph shall not apply to (x) termination of ExecutiveEmployee’s employment by a Related Company if Executive Employee remains employed by AsteriasAsterias or another Related Company, or (y) termination of ExecutiveEmployee’s employment by Asterias if Executive Employee remains employed by a Related Company.