Common use of Consideration for Termination Clause in Contracts

Consideration for Termination. (a) In consideration for the termination of the Severance Agreement, SHI and the Executive agree that in the event of the termination of the Executive’s employment without Cause by SHI or by the Executive for Good Reason on or after the Agreement Date and prior to the second anniversary of the Effective Time, the Executive shall be entitled to the payments and benefits set forth in Schedule I hereto. For purposes of clarity, a termination by reason of disability does not constitute a termination by SHI of the Executive’s employment without Cause. (b) As additional consideration for the termination of the Severance Agreement, SHI agrees that it will enter into the agreement with the Executive substantially in the form attached hereto as Exhibit A, which shall become effective at the Effective Time. If the Executive shall be entitled to any payments or benefits pursuant to the Severance Agreement in connection with a Change in Control unrelated to the Transaction with Regis and its affiliates, then the Executive shall not be entitled to any payments or benefits hereunder.