Common use of Rights and Remedies on Termination Clause in Contracts

Rights and Remedies on Termination. (i) If the Employee’s employment is terminated pursuant to Section 6(a) or Section 6(b), by the Employee pursuant to Section 6(c) or pursuant to Section 3 in connection with the expiration of the Initial Term or any subsequent term hereunder then the Employee (or his estate, as applicable) shall be entitled to receive his Base Salary through the date of termination or expiration. (ii) Except as provided in Section 6(e)(iii) below, if the Employee’s employment hereunder is terminated by the Employer pursuant to Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d), then the Employee shall be entitled to receive as severance pay, (A) payment of Base Salary in effect at the time of such termination (the “Termination Date”), in accordance with the Employer’s then current payroll practices for a twelve (12) month period following the Termination Date and (B) a payment equal to the target bonus amount set forth in Section 4(b) hereof for the fiscal year in which the Termination Date occurs, such payment to be payable in the fiscal year following the Termination Date, on or about April 30. (iii) If the Employee’s employment hereunder is terminated by the Employer pursuant to Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d), either such event occurring within one hundred eighty (180) days following any “Change of Control,” then the Employee shall be entitled to receive as severance pay, (A) payment of Base Salary in effect on the Termination Date, in accordance with the Employer’s then current payroll practices for a twenty-four (24) month period following the Termination Date, and (B) two payments, each equal to the target bonus amount set forth in Section 4(b) hereof for the fiscal year in which the Termination Date occurs, the first such payment to be payable in the fiscal year following the Termination Date, on or about April 30 of that fiscal year, and the second such payment to be payable in the second fiscal year following the Termination Date, on or about April 30 of that fiscal year. The period during which the Employer is obligated to pay severance pursuant to Sections 6(e)(ii) or 6(e)(iii), as applicable, is hereinafter refereed to as the “Severance Period.”

Rights and Remedies on Termination. (i) If if the Employee’s employment is terminated pursuant to Section 6(a) or Section 6(b) or by the Employee for Good Reason pursuant to Section 6(d), by the Employee pursuant to Section 6(c) or pursuant to Section 3 in connection with the expiration of the Initial Term or any subsequent term hereunder then the Employee (or his her estate, as applicable) shall be entitled to receive his her Base Salary through the date of termination or expiration. (ii) Except as provided in Section 6(e)(iii) below, if If the Employee’s employment hereunder is terminated by the Employer pursuant to Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d), then the Employee shall be entitled to receive as severance pay, (A) payment of Base Salary in effect at the time of such termination (the “Termination Date”), in accordance with the Employer’s then current payroll practices for a twelve (12) month period following the Termination Date (the “Severance Period”) and (B) a payment equal to the target bonus amount set forth in Section 4(b) hereof for the fiscal year in which the Termination Date occurs, such payment to be payable in on or about April 30 of the fiscal year following the Termination Date. Anything to the contrary notwithstanding, on the Employee’s right to receive any of the foregoing payments in this Section 6(e)(ii) is expressly conditioned upon receipt by the Employer within twenty-one (21) days following the Termination Date of a written release executed by the Employee, in the form of Exhibit B hereto, and the expiration of the revocation period described therein without such release having been revoked. In the event that the Employee (x) breaches any of the covenants, terms or about April 30provisions of Section 7 or Section 8 hereof or (y) engages in any Competitive Activity (as defined below) as described in Section 9 hereof, without limiting any other rights that the Employer may have, the Employer’s obligation to make payments under this Section 6(e)(ii) shall immediately terminate. (iii) If the Employee’s employment hereunder is terminated by the Employer pursuant to Except as otherwise set forth in this Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d6(e), either such event occurring within one hundred eighty (180) days following any “Change of Control,” then the Employee shall not be entitled to receive as severance payany severance, (A) bonus or other compensation after termination other than payment of Base Salary in effect on the Termination Date, in accordance with the Employer’s then current payroll practices for a twenty-four (24) month period following the Termination Date, and (B) two payments, each equal to the target bonus amount set forth in any expense reimbursements under Section 4(b) 5 hereof for expenses incurred in the fiscal year in performance of her duties after the Commencement Date and prior to termination or benefits or compensation to which the Termination Date occurs, the first such payment to be payable in the fiscal year following the Termination Date, on or about April 30 of that fiscal year, and the second such payment to be payable in the second fiscal year following the Termination Date, on or about April 30 of that fiscal year. The period during which the Employer Employee is obligated to pay severance entitled pursuant to Sections 6(e)(ii) or 6(e)(iiiapplicable law (e.g. COBRA), as applicable, is hereinafter refereed to as the “Severance Period.”

Rights and Remedies on Termination. (i) If the Employee’s employment is terminated pursuant to Section 6(a) or Section 6(b), by the Employee pursuant to Section 6(c) or pursuant to Section 3 in connection with the expiration of the Initial Term or any subsequent term hereunder then the Employee (or his estate, as applicable) shall be entitled to receive his Base Salary through the date of termination or expiration. (ii) Except as provided in Section 6(e)(iii) below, if If the Employee’s employment hereunder is terminated by the Employer pursuant to Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d), then the Employee shall be entitled to receive as severance pay, (A) payment of Base Salary in effect at the time of such termination (the “Termination Date”), in accordance with the Employer’s then current payroll practices for a twelve (12) month period following the Termination Date and (B) a payment equal to the target bonus amount set forth in Section 4(b) hereof for the fiscal year in which the Termination Date occurs, such payment to be payable in the fiscal year following the Termination Date, on or about April 30. (iii) If the Employee’s employment hereunder is terminated by the Employer pursuant to Section 6(c) or by the Employee for Good Reason pursuant to Section 6(d), either such event occurring within one hundred eighty (180) days following any “Change of Control,” then the Employee shall be entitled to receive as severance pay, (A) payment of Base Salary in effect on the Termination Date, in accordance with the Employer’s then current payroll practices for a twenty-four (24) month period following the Termination Date, Date (the “Severance Period”) and (B) two payments, each payments equal to the target bonus amount set forth in Section 4(b) hereof for the fiscal year in which the Termination Date occurs, the first such payment to be payable in on or about April 30 of the fiscal year following the Termination Date, on or about April 30 of that fiscal year, Date and the second such payment to be payable in on or about April 30 of the second fiscal year following the Termination Date. Anything to the contrary notwithstanding, on the Employee’s right to receive any of the foregoing payments in this Section 6(e)(ii) is expressly conditioned upon receipt by the Employer within twenty-one (21) days following the Termination Date of a written release executed by the Employee, in the form of Exhibit B hereto, and the expiration of the revocation period described therein without such release having been revoked. In the event that the Employee (x) breaches any of the covenants, terms or about April 30 provisions of Section 7 or Section 8 hereof or (y) engages in any Competitive Activity (as defined below) as described in Section 9 hereof, without limiting any other rights that fiscal year. The period during the Employer may have, the Employer’s obligation to make payments under this Section 6(e)(ii) shall immediately terminate. (iii) Except as otherwise set forth in this Section 6(e), the Employee shall not be entitled to any severance, bonus or other compensation after termination other than payment of any expense reimbursements under Section 5 hereof for expenses incurred in the performance of his duties after the Commencement Date and prior to termination or benefits or compensation to which the Employer Employee is obligated to pay severance entitled pursuant to Sections 6(e)(ii) or 6(e)(iiiapplicable law (e.g. COBRA), as applicable, is hereinafter refereed to as the “Severance Period.”