Common use of Termination by Company without Cause; Termination by Employee for Good Reason Clause in Contracts

Termination by Company without Cause; Termination by Employee for Good Reason. If the Company terminates Employee’s employment hereunder without Cause, or if Employee terminates Employee’s employment hereunder for Good Reason (except for a Change in Control), then Employee shall be entitled to receive only the following cash compensation: (A) Base Salary through the date of termination; (B) payment of Employee’s accrued but unused PTO, if any, as of the date of termination; (C) any outstanding expense reimbursement payments then due to Employee as of the date of termination; and, (D) in exchange for Employee executing (and, if applicable, not revoking) a Severance Agreement, the following Severance Payments: (1) the pro-rata portion of any Incentive Bonus to which Employee would have been entitled under Section 4.b. of this Agreement, if any, had Employee remained employed with the Company through the end of the fiscal year in which the termination occurred; and (2) twelve (12) months of Base Salary.

Termination by Company without Cause; Termination by Employee for Good Reason. If the Company terminates Employee’s employment hereunder without Cause, or if Employee terminates Employee’s employment hereunder for Good Reason (except for a Change in Control), then Employee shall be entitled to receive only the following cash compensation: (A) Base Salary through the date of terminationtermination or expiration; (B) payment of Employee’s accrued but unused PTO, if any, PTO as of the date of termination; (C) any outstanding expense reimbursement payments then due to Employee as of the date of terminationtermination or expiration; and, (D) in exchange for Employee executing (and, if applicable, not revoking) a Severance Agreement, the following Severance Payments: (1) the pro-rata portion of any Incentive Bonus to which Employee would have been entitled under Section 4.b. of this Agreement, if any, had Employee remained employed with the Company through the end December 31 of the fiscal year in which the termination occurred; and (2) twelve (12) 12 months of Base Salary; and (3) the equity compensation to which Employee would have been entitled under Section 4.c. had he remained employed with the Company through the end of the Term, with the vesting period for such equity compensation automatically accelerated so that all such equity compensation shall be vested as of the date of termination.