Common use of Right of Recapture Clause in Contracts

Right of Recapture. In the event that (x) within one year after termination of this Agreement and Executive’s employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s termination of employment and (B) the aggregate exercise price of such stock options. Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “fair market value” on any date means the per share closing price of the Company’s common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.

Right of Recapture. In the event that (x) within one (1) year after termination of this Agreement and Executive’s employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s termination of employment and (B) the aggregate exercise price of such stock options. If Executive disputes the exercise by the Company of any rights under this Section 6(f), Executive shall have the right to submit such dispute to arbitration in accordance with Section 13(e). Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “fair market value” on any date means the per share closing price of the Company’s common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.

Right of Recapture. In the event that (x) within one year after termination of this Agreement and Executive’s employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his her spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s termination of employment and (B) the aggregate exercise price of such stock options. Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “fair market value” on any date means the per share closing price of the Company’s common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.

Right of Recapture. In the event that (x) within one (1) year after termination of this Agreement and Executive’s 's employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s 's termination of employment and (B) the aggregate exercise price of such stock options. If Executive disputes the exercise by the Company of any rights under this Section 6(f), Executive shall have the right to submit such dispute to arbitration in accordance with Section 13(e). Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “"fair market value” " on any date means the per share closing price of the Company’s 's common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.

Right of Recapture. In the event that (x) within one year after termination of this Agreement and Executive’s employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s termination of employment and (B) the aggregate exercise price of such stock options. If Executive disputes the exercise by the Company of any rights under this Section 6(f), Executive shall have the right to submit such dispute to arbitration in accordance with Section 13(e). Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “fair market value” on any date means the per share closing price of the Company’s common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.

Right of Recapture. In the event that (x) within one year two (2) years after termination of this Agreement and Executive’s employment for any reason the Company determines that prior to such termination he engaged in any activity which would have constituted a basis for termination by the Company for Cause while employed by the Company or (y) Executive breaches the restrictive covenants of Section 8, then: (i) the Company shall have no further obligations to pay the lump sum severance payment or to continue providing Executive and his spouse and dependents with health and other welfare benefits, as provided in paragraph (c) above, if such termination was by the Company without Cause or by the Executive for Good Reason; (ii) upon written notice to Executive from the Company, Executive shall pay to the Company within ten (10) business days any lump severance payment received by Executive pursuant to paragraph (c) above, and (iii) if Executive has exercised any stock options granted to him by the Company, Executive shall pay to the Company within ten (10) business days after written notice from the Company the difference between (A) the aggregate fair market value on the date (or dates) of exercise of the shares subject to stock options which were exercised by Executive on or after the date which is one (1) year prior to Executive’s termination of employment and (B) the aggregate exercise price of such stock options. If Executive disputes the exercise by the Company of any rights under this Section 6(f), Executive shall have the right to submit such dispute to arbitration in accordance with Section 13(e). Notwithstanding anything contained herein, this paragraph shall not apply to any breach of the provisions of Section 8(a) unless there has been substantial damage to the Company. For purposes of this paragraph, “fair market value” on any date means the per share closing price of the Company’s common stock on the Nasdaq Stock Market on that date (or, if there was no reported closing price on that date, on the last preceding date on which the closing price was reported) or, if the Company is not then listed on the Nasdaq Stock Market, as determined by the Board in good faith.