Common use of Without Cause or by Executive for Good Reason Clause in Contracts

Without Cause or by Executive for Good Reason. In the event that prior to the expiration of the Term, but following or in connection with, as a result of or in anticipation of, a Change of Control or Potential Change of Control, the Executive’s employment is terminated (i) by the Company without Cause, pursuant to Section 7(d), or (ii) by the Executive for Good Reason, pursuant to Section 7(c), then the Company shall pay the Executive, as severance, in a lump sum payable on the 30th day after the date of termination, the sum of (x) all amounts of Salary accrued, but unpaid, at the date of termination, (y) all amounts of Salary for the entirety of the portion of the Term which remains after the date of termination, and (z) an amount equal to six months’ Salary (provided, however, that the amount provided in subparagraph (z) shall be reduced proportionately to the extent and for such length of time the Executive elects to remain employed after a Change of Control), in addition to the portion, if any, of Executive’s Salary that is accrued but unpaid as of the date of termination, any unpaid expense reimbursements or unpaid vested benefit payments accrued as of the date of termination and such benefits as the Company is obligated by law to extend to Executive, if any. In addition to the foregoing, in the event of a termination of employment pursuant to this Section 9(b), the Company shall, at its expense, continue to provide the Executive with all medical benefits for the remainder of the Term.

Without Cause or by Executive for Good Reason. In the event that prior to the expiration of the Term, but following or in connection with, as a result of or in anticipation of, a Change of Control or Potential Change of Control, the Executive’s employment is terminated (i) by the Company without Cause, pursuant to Section 7(d), or (ii) by the Executive for Good Reason, pursuant to Section 7(c), then the Company shall pay the Executive, as severance, in a lump sum payable on the 30th day after the date of termination, the sum of (x) all amounts of Salary accrued, but unpaid, at the date of termination, (y) all amounts of Salary for the entirety of the portion of the Term which remains after the date of termination, and (z) an amount equal to six monthstwo years’ Salary (provided, however, that the amount provided in subparagraph (z) shall be reduced proportionately to the extent and for such length of time the Executive elects to remain employed after a Change of Control), in addition to the portion, if any, of Executive’s Salary that is accrued but unpaid as of the date of termination, any unpaid expense reimbursements or unpaid vested benefit payments accrued as of the date of termination and such benefits as the Company is obligated by law to extend to Executive, if any. In addition to the foregoing, in the event of a termination of employment pursuant to this Section 9(b), the Company shall, at its expense, continue to provide the Executive with all medical benefits for the remainder of the Term.

Without Cause or by Executive for Good Reason. In the event that prior to the expiration of the Term, but following or in connection with, as a result of or in anticipation of, a Change of Control or Potential Change of Control, the Executive’s employment is terminated (i) by the Company without Cause, pursuant to Section 7(d), or (ii) by the Executive for Good Reason, pursuant to Section 7(c), then the Company shall pay the Executive, as severance, in a lump sum payable on the 30th day after the date of termination, the sum of (x) all amounts of Salary accrued, but unpaid, at the date of termination, (y) all amounts of Salary for the entirety of the portion of the Term which remains after the date of termination, and (z) an amount equal to six months’ one year’s Salary (provided, however, that the amount provided in subparagraph (z) shall be reduced proportionately to the extent and for such length of time the Executive elects to remain employed after a Change of Control), in addition to the portion, if any, of Executive’s Salary that is accrued but unpaid as of the date of termination, any unpaid expense reimbursements or unpaid vested benefit payments accrued as of the date of termination and such benefits as the Company is obligated by law to extend to Executive, if any. In addition to the foregoing, in the event of a termination of employment pursuant to this Section 9(b), the Company shall, at its expense, continue to provide the Executive with all medical benefits for the remainder of the Term.

Without Cause or by Executive for Good Reason. In the event that prior to the expiration of the Term, but following or in connection with, as a result of or in anticipation of, a Change of Control or Potential Change of Control, the Executive’s employment is terminated (i) by the Company without Cause, pursuant to Section 7(d), or (ii) by the Executive for Good Reason, pursuant to Section 7(c), then the Company shall pay the Executive, as severance, in a lump sum payable on the 30th day after the date of termination, the sum of (x) all amounts of Salary accrued, but unpaid, at the date of termination, (y) all amounts of Salary for the entirety of the portion of the Term which remains after the date of termination, and (z) an amount equal to six months’ Salary (provided, however, that the amount provided in subparagraph (z2) shall be reduced proportionately to the extent and for such length of time the Executive elects to remain employed after a Change of Control), in addition to the portion, if any, of Executive’s Salary that is accrued but unpaid as of the date of termination, any unpaid expense reimbursements or unpaid vested benefit payments accrued as of the date of termination and such benefits as the Company is obligated by law to extend to Executive, if any. In addition to the foregoing, in the event of a termination of employment pursuant to this Section 9(b), the Company shall, at its expense, continue to provide the Executive with all medical benefits for the remainder of the Term.