At-Will Employment; Term of Agreement. The Company and Employee acknowledge that Employee’s employment is and shall continue to be at-will, as defined under applicable law. Nothing in this Agreement shall confer upon Employee any right to continued employment with the Company or any successor to the Company. If Employee’s employment terminates for any reason, Employee shall not be entitled to any payments or benefits other than as provided by this Agreement, or as may otherwise be available in accordance with the terms of Employee’s other written employment-related agreements with the Company (if any) and/or the Company’s established employee plans and written policies at the time of termination (collectively, the “Other Severance-Related Agreements”). The term of this Agreement shall continue through and including August 31, 2012; provided, however, that commencing August 31, 2012 and on each anniversary thereof, the term shall be automatically extended for an additional one-year period unless the Company or Employee provides the other party at least 180 days prior written notice that the term shall not be so extended; provided, further, that if a Change in Control closes before the term otherwise ends, the term shall continue until two (2) years following the closing of such Change in Control. A termination of the terms of this Agreement pursuant to the preceding sentence shall be effective for all purposes, except that such termination shall not affect the payment or provision of compensation or benefits on account of a termination of employment occurring prior to the termination of the term of this Agreement.
At-Will Employment; Term of Agreement. The Company and Employee acknowledge that Employee’s employment is and shall continue to be at-will, as defined under applicable law. Nothing in this Agreement shall confer upon Employee any right to continued employment with the Company or any successor to the Company. If Employee’s employment terminates for any reason, Employee shall not be entitled to any payments or benefits other than as provided by this Agreement, or as may otherwise be available in accordance with the terms of Employee’s other employment-related agreements with the Company and/or the Company’s established employee plans and written policies at the time of termination (collectively, the “Other Severance-Related Agreements”). The terms of this Agreement shall terminate upon the earliest of (I) the date on which Employee ceases to be employed by the Company other than because of an involuntary termination without Cause or resignation for Good Reason, (ii) the date that all obligations of the parties hereunder have been satisfied, (iii) two (2) years following the closing of any Change in Control if a Change in Control has closed on or prior to the third anniversary of the date of this Agreement, or (iv) the third anniversary of the date of this Agreement if no Change in Control has closed as of such third anniversary. A termination of the terms of this Agreement pursuant to the preceding sentence shall be effective for all purposes, except that such termination shall not affect the payment or provision of compensation or benefits on account of a termination of employment occurring prior to the termination of the term of this Agreement.
At-Will Employment; Term of Agreement. Subject to the terms of this Section 2 below, the initial Employment Term under this Agreement is two (2) years from the Start Date (the last date of such term, the “End Date”). On the End Date this Agreement shall automatically terminate, provided, however, that the parties hereto may mutually agree in writing no later than thirty (30) days prior to the End Date, or the last date of any subsequent Employment Term following an extension hereunder, to extend the Agreement for an additional Employment Term of one (1) year. Notwithstanding the foregoing, the Company and Executive shall each have the right, in its/his sole discretion, for any reason and at any time, either before or after the initial End Date, to terminate this Agreement upon thirty (30) days’ notice to the other party hereto. Without limitation to the foregoing, the CEO or the Board may terminate this Agreement with no prior notice to the Executive upon a termination for Cause. Notwithstanding the foregoing, and subject to the notice requirements contained in this Section 2, Executive’s employment with the Company will be “at-will” employment and may be terminated by the Company at any time with or without cause.
