Removal Without Cause. In the event that (a) M▇. ▇▇▇▇▇▇▇ is removed from the Board without cause, or (b) the Company’s shareholders fail to elect M▇. ▇▇▇▇▇▇▇ to the Board at any Annual General Meeting occurring during the Term of this Agreement, then this Agreement shall immediately terminate, and M▇. ▇▇▇▇▇▇▇ shall have no further obligations of any kind under or arising out of this Agreement. The Company shall be obligated to pay M▇. ▇▇▇▇▇▇▇ the following: (i) within sixty (60) days of the Agreement’s termination date, a lump sum cash payment equal to the remainder of the Retainer payments that M▇. ▇▇▇▇▇▇▇ would have earned had he remained on the Board for the entire Term of this Agreement, subject to a maximum payment of One Million Five Hundred Thousand Dollars ($1,500,000); (ii) all outstanding Director Fees earned but not yet paid up to the date of termination; and (iii) all reimburseable out-of-pocket expenses incurred by M▇. ▇▇▇▇▇▇▇ in connection with his duties but not yet paid.
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Removal Without Cause. In the event that (a) M▇▇. ▇▇▇▇▇▇▇ is removed from the Board without cause, or (b) the Company’s 's shareholders fail to elect M▇▇. ▇▇▇▇▇▇▇ to the Board at any Annual General Meeting occurring during the Term of this Agreement, then this Agreement shall immediately terminate, and M▇▇. ▇▇▇▇▇▇▇ shall have no further obligations of any kind under or arising out of this Agreement; provided, however, that the provisions of Section 6 below shall continue to remain in full force and effect. The Company shall be obligated to pay M▇▇. ▇▇▇▇▇▇▇ the following:
(i) within sixty (60) days of the Agreement’s 's termination date, a lump sum cash payment equal to the remainder of the Retainer payments that M▇▇. ▇▇▇▇▇▇▇ would have earned had he remained on the Board for the entire Term of this Agreement, subject to a maximum payment of One Million Five Hundred Thousand Dollars ($1,500,000);
(ii) all outstanding Director Fees earned but not yet paid up to the date of termination; and
(iii) all reimburseable reimbursable out-of-pocket expenses incurred by M▇▇. ▇▇▇▇▇▇▇ in connection with his duties but not yet paid.
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