Duty to Offset. Upon termination by the Company without Cause or by the Employee for Good Reason during a Change of Control Period, Employee shall be obligated to make a good faith effort to seek other employment of comparable position, salary and benefits not prohibited by Section 9 hereof. The amounts payable pursuant to Sections 2(a)(ii)-(v), 2(a)(vii) and 3(b)(ii) shall be reduced by the amount of any compensation Employee receives with respect to any other employment or self-employment during the period in which Employee receives payment pursuant to this Agreement. Employee is obligated within five (5) business days of securing employment or self-employment to notify the Company of the Employee’s start date, the name of the company, Employee’s job title, responsibilities and monthly compensation. If Employee fails to comply with this Section 14(h), Employee acknowledges that the Employee shall be obligated to repay all but one-thousand dollars ($1,000) of the amount paid or made available pursuant to Sections 2(a)(ii)-(v), 2(a)(vii) and/or 3(b).
Duty to Offset. Upon termination by the Company without Cause or by the Employee for Good Reason during a Change of Control Period, Employee shall be obligated to make a good faith effort to seek other employment of comparable position, salary and benefits not prohibited by Section 9 hereof. The amounts payable pursuant to Sections 2(a)(ii)-(v), 2(a)(vii) and 3(b)(ii) shall be reduced by the amount of any compensation Employee receives with respect to any other employment or self-employment during the period in which Employee receives payment pursuant to this Agreement, except that any remuneration from Boards of Directors activities in connection with iCardiac Technologies, Inc. and any other Board of Directors activities that are pre-approved in writing by the Company’s CEO, will not be subject to the offset obligations in this paragraph, provided that such duties comply with the Company’s Code of Business Conduct and Ethics and the Employee’s restrictive covenants. Employee is obligated within five (5) business days of securing employment or self-employment to notify the Company of the Employee’s start date, the name of the company, Employee’s job title, responsibilities and monthly compensation. If Employee fails to comply with this Section 14(h). Employee acknowledges that the Employee shall be obligated to repay all but one-thousand dollars ($1,000) of the amount paid or made available pursuant to Sections 2(a)(ii)-(vi), 2(a)(vii) and/or 3(b).
