Common use of Termination by Employee with Cause Clause in Contracts

Termination by Employee with Cause. If Employee terminates his employment with the Company with Cause, including a termination with Cause following a Change in Control, Employee will be eligible for a Severance Payment, again equal to twelve months of Employees base pay, provided that Employee executes and does not revoke a general release of claims against the Company and its affiliates, officers, directors, agents, and employees. For purposes of this section, if Employee terminates his employment with Cause Employee agrees to remain with the Company for a transition period of up to 90 days, at the sole option of the Company, following which the Severance Payment shall be paid immediately. Further, in the event of a termination of employment by Employee with Cause following a Change in Control, all unvested stock options previously issued to Employee shall become immediately vested and exercisable. For the purposes of this Section a termination by Employee with “Cause” shall include a termination by employee following, (a) any change in Employee’s title or his reporting structure into the Board; (b) any reduction in Employee’s base salary or benefits; (c) any material reassignment of duties or responsibilities that is inconsistent with Employee’s position or historic duties; (d) any Company required relocation of Employee’s principal place of work by more than 50 miles from the current location.

Termination by Employee with Cause. If Employee terminates his employment with the Company with Cause, including a termination with Cause following a Change in Control, Employee will be eligible for a Severance Payment, again equal to twelve months of Employees base pay, provided that Employee executes and does not revoke a general release of claims against the Company and its affiliates, officers, directors, agents, and employees. For purposes of this section, if Employee terminates his employment with Cause Employee agrees to remain with the Company for a transition period of up to 90 days, at the sole option of the Company, following which the Severance Payment shall be paid immediately. Further, in the event of a termination of employment by Employee with Cause following a Change in Control, all unvested stock options previously issued to Employee shall become immediately vested and exercisable. . A. For the purposes of this Section 7(b)(iii) above, a termination by Employee with “Cause” shall include a termination by employee following, (a) any change in Employee’s title or his reporting structure into the BoardCEO or into the Board of the Company; (b) any reduction in Employee’s base salary or benefits; (c) any material reassignment of duties or responsibilities that is inconsistent with Employee’s position or historic dutiesas Chief Financial Officer; (d) any Company required relocation of Employee’s principal place of work by more than 50 miles from the current location. Further it is understood by Employee that a liquidation, bankruptcy, reorganization or corporate restructuring shall inherently alter the normal duties and key responsibilities of the CFO and that such changes in responsibilities and duties shall not trigger the ability for Employee to terminate for Cause.