Common use of Without Good Cause Clause in Contracts

Without Good Cause. If this Agreement is terminated by EPS without “Good Cause” as defined below in Section 8.5, EPS will (i) provide severance to Executive of Twelve (12) months salary (calculated as a pro rata share of Executive’s Base Salary), less applicable withholdings (the “Severance Payment”), (ii) make the payments for Executive to continue Executive’s current medical insurance coverage through the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) under EPS’ current group medical plan for Twelve (12) months after the Termination Date, less applicable withholdings, (iii) pay Executive the pro rata portion of his Annual Bonus if and when approved by the Board of Directors and paid by EPS in accordance with Exhibit A, and (iv) accelerate the vesting of any remaining unvested stock options held by Executive on the Termination Date, such that, after giving effect to such acceleration, 50% of Executive’s stock options are vested, provided, in each case, that Executive execute and provide EPS with a separation agreement (which will include without limitation a non-disparagement provision, a post-termination cooperation provision, a confidentiality provision, and a covenant not to xxx and general release of claims) in a form prescribed by EPS (the “Separation Agreement”). The Severance Payment will be made to Executive in Twelve (12) equal monthly installments of Seventeen Thousand Five Hundred Dollars ($17,500), with the first installment payment commencing within ten days after the effectiveness of Executive’s release of claims under the Separation Agreement.

Without Good Cause. If this Agreement is terminated by EPS without “Good Cause” as defined below in Section 8.5, EPS will (i) provide severance to Executive of Twelve (12) months salary (calculated as a pro rata share of Executive’s Base Salary), less applicable withholdings (the “Severance Payment”), (ii) make the payments for Executive to continue Executive’s current medical insurance coverage through the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) under EPS’ current group medical plan for Twelve (12) months after the Termination Date, less applicable withholdings, (iii) pay Executive the pro rata portion of his Annual Bonus if and when approved by the Board of Directors and paid by EPS in accordance with Exhibit A, and (iv) accelerate the vesting of any remaining unvested stock options held by Executive on the Termination Date, such that, after giving effect to such acceleration, 50100% of Executive’s stock options are vested, provided, in each case, that Executive execute and provide EPS with a separation agreement (which will include without limitation a non-disparagement provision, a post-termination cooperation provision, a confidentiality provision, and a covenant not to xxx and general release of claims) in a form prescribed by EPS (the “Separation Agreement”). The Severance Payment will be made to Executive in Twelve (12) equal monthly installments of Seventeen Sixteen Thousand Five Six Hundred Sixty Seven Dollars ($17,50016,667), with the first installment payment commencing within ten days after the effectiveness of Executive’s release of claims under the Separation Agreement.

Without Good Cause. If this Agreement is terminated by EPS without “Good Cause” as defined below in Section 8.5, EPS will (i) provide severance to Executive of Twelve (12) months salary (calculated as a pro rata share of Executive’s Base Salary), less applicable withholdings (the “Severance Payment”), (ii) make the payments for Executive to continue Executive’s current medical insurance coverage through the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) under EPS’ current group medical plan for Twelve (12) months after the Termination Date, less applicable withholdings, (iii) pay Executive the pro rata portion of his Annual Bonus if and when approved by the Board of Directors and paid by EPS in accordance with Exhibit A, and (iv) accelerate the vesting of any remaining unvested stock options held by Executive on the Termination Date, such that, after giving effect to such acceleration, 50100% of Executive’s stock options are vested, provided, in each case, that Executive execute and provide EPS with a separation agreement (which will include without limitation a non-disparagement provision, a post-termination cooperation provision, a confidentiality provision, and a covenant not to xxx and general release of claims) in a form prescribed by EPS (the “Separation Agreement”). The Severance Payment will be made to Executive in Twelve (12) equal monthly installments of Seventeen Eighteen Thousand Five Three Hundred Thirty Three Dollars ($17,50018,333), with the first installment payment commencing within ten days after the effectiveness of Executive’s release of claims under the Separation Agreement.

Without Good Cause. If this Agreement is terminated by EPS without “Good Cause” as defined below in Section 8.5, EPS will (i) provide severance to Executive of Twelve Twenty-Four (1224) months salary (calculated as a pro rata share of Executive’s Base Salary), less applicable withholdings (the “Severance Payment”), (ii) make the payments for Executive to continue Executive’s current medical insurance coverage through the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) under EPS’ current group medical plan for Twelve Twenty-Four (1224) months after the Termination Date, less applicable withholdings, (iii) pay Executive the pro rata portion of his Annual Bonus if and when approved by the Board of Directors and paid by EPS in accordance with Exhibit A, and (iv) accelerate the vesting of any remaining unvested stock options held by Executive on the Termination Date, such that, after giving effect to such acceleration, 50100% of Executive’s stock options are vested, provided, in each case, that Executive execute and provide EPS with a separation agreement (which will include without limitation a non-disparagement provision, a post-termination cooperation provision, a confidentiality provision, and a covenant not to xxx and general release of claims) in a form prescribed by EPS (the “Separation Agreement”). The Severance Payment will be made to Executive in Twelve Twenty-Four (1224) equal monthly installments of Seventeen Fifteen Thousand Five Eight Hundred Thirty Three Dollars ($17,50015,833), with the first installment payment commencing within ten days after the effectiveness of Executive’s release of claims under the Separation Agreement.