Common use of Other Benefits Clause in Contracts

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The During the Employment Period, the Executive shall be entitled to participate in all executive and employee benefit plans, plans and programs and arrangements of the Company (includingon the same basis as provided generally to other senior executives of the Company. The Company reserves the right to amend or cancel any such plan or program in its sole discretion, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with subject to the terms of such plans, programs plan or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeprogram and applicable law.

Other Benefits. The During the Term, the Executive shall be entitled eligible to participate in all such employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect are generally made available from time to time during to other Company senior executives, to the period extent the Executive is eligible under the terms of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at pursuant to which such benefits are provided. Nothing in this Agreement shall prevent the Company from amending or terminating any timeCompany employee benefit plan, program or arrangement from time to time as the Company deems appropriate.

Other Benefits. The Subject to any contribution therefor generally required of executives of the Company, the Executive shall be entitled to participate in any and all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period in effect for executives of the Executive's employmentCompany generally, except to the extent such plans are in a category of benefit specifically otherwise provided to the Executive under this Agreement (e.g., severance pay). Such participation shall be subject to the terms of the applicable plan documents and generally applicable Company policies. The parties Board may alter, modify, add to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements delete employee benefit plans at any timetime as it, in its sole judgment, determines to be appropriate.

Other Benefits. The Executive shall be entitled eligible to participate in all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with pursuant to the terms of such plans, programs plans that are available to similarly situated executives of the Company. The Company may at any time or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may amend, modify, suspend or terminate any employee benefit plan, program or modify such plans, programs or arrangements at arrangement for any timereason in its sole discretion.

Other Benefits. The During the Employment Period, the Executive shall be entitled to participate in all of the employee benefit plans, programs and arrangements of the Company in effect during the Employment Period which are generally available to the most senior executives of the Company (including, without limitation, stock option plans or agreements 401(k) and insurancegroup medical insurance plans), retirement subject to and vacation on a basis consistent with the terms, conditions and overall administration of such plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The Aside from those benefits and compensation specified above, during the Term, Executive shall will be entitled to participate in all employee such other benefit plans, programs and programs, policies or other arrangements of the Company, if any, on similar terms and conditions as other similarly-situated senior executives of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with to the extent that Executive is eligible to participate pursuant to the terms of such plans, programs programs, policies, or arrangements as they shall be in effect from time to time during the period of the Executive's employmentother arrangements. The parties Company reserves the right to this Agreement recognize that the Company may terminate cancel or modify change such benefit plans, programs programs, policies and other arrangements it offers to its employees or arrangements executives at any timetime and for any reason.

Other Benefits. The Executive shall be entitled to participate in all employee executive benefit plans, plans and programs and arrangements of the Company (includingCompany, without limitationif any, stock option on the same terms and conditions as other similarly-situated employees to the extent that Executive’s position, tenure, salary, age, health and other qualifications make Executive eligible to participate in such plans or agreements programs, subject to the rules and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employmentregulations applicable thereto. The parties Company reserves the right to this Agreement recognize that cancel or change the Company may terminate or modify such plans, benefit plans and programs or arrangements it offers to its employees at any time.

Other Benefits. The (a) Executive shall be entitled to participate in all employee profit-sharing, insurance, medical and retirement benefit plans, programs together with vacation and arrangements other employee benefits of the Company, now in effect or as hereafter amended or established, in which the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), executive employees are permitted to participate. The Executive's participation shall be in accordance with the terms and provisions of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time. In addition, the Executive shall abide by and be entitled to the same holiday and sick pay policy as is in effect for the general staff of the Company.

Other Benefits. The Executive shall be entitled to participate in all Company employee benefit plans, policies and programs and arrangements of generally applicable to the Company Company’s officers (including, without limitationbut not limited to, stock option plans or agreements and life, disability, health insurance, retirement vacation or other paid time off, and vacation plans, programs savings plans and arrangementsprograms), in accordance with the terms of as such plans, policies and programs may continue or arrangements as they shall be in effect altered by the Company from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, the deferred compensation plan and any other programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's ’s employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timetime without the consent of the Executive.

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, plans or programs and arrangements of the Company (includingto the extent that Executive’s position, without limitationtitle, stock option plans tenure, salary, age, health and other qualifications make Executive eligible to participate. The Company does not guarantee the adoption or agreements continuance of any particular employee benefit plan or program during the term of this agreement, and insurance, retirement and vacation plans, programs and arrangements), Executive’s participation in accordance with the terms of any such plans, programs plan or arrangements as they program shall be in effect from time subject to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plansprovisions, programs or arrangements at any timerules and regulations applicable thereto.

Other Benefits. The During the term hereof, the Executive shall be entitled to participate in any and all employee benefit plans from time to time in effect for executives and/or employees of the Company generally, provided that the Executive shall receive benefits pursuant to plans, programs and arrangements of policies (other than any equity-based compensation plan or program) that are comparable, and no less favorable in the Company (includingaggregate, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with to those benefits offered to him immediately prior to the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeClosing.

Other Benefits. The Executive shall be entitled to participate in all other employee benefit plans, programs and arrangements of the Company (includingthat are from time to time in effect and that apply to the Company’s employees generally or to its executive officers, without limitationas the case may be, stock option plans or agreements subject to, and insuranceon a basis consistent with, retirement the terms, conditions and vacation overall administration of such plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they . Executive shall be entitled to participate in effect and receive any fringe benefits and perquisites that are then available to the Company’s executive employees, although those benefits and perquisites are subject to change from time to time during by the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeBoard in its discretion.

Other Benefits. The Executive shall be entitled to participate in all employee the benefit plans, programs and arrangements of plans provided by the Company (includingfor all employees generally, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with for the terms of such plans, programs or arrangements as they Company’s executive employees. The Company shall be entitled to modify, amend or terminate these benefit plans in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements its sole discretion at any time.

Other Benefits. The Executive Executive, when and to the extent eligible pursuant to the terms of any such benefit plan, shall be entitled to participate in all such employee benefit plansplans (e.g., programs health, dental and arrangements of the Company (including, without limitation, stock option life insurance as well as 401k) as those plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall may be in effect amended from time to time during and as are offered by the period Company to its managerial or salaried executive employees and/or its senior executive officers in the sole discretion of the Executive's employmentCompany. The parties Should Executive elect to this Agreement recognize that the Company may terminate or modify participate in any such employee benefit plan, Executive shall be responsible for any and all required employee premiums, contributions, co-insurance and costs associated with said plans, programs or arrangements at any time.

Other Benefits. The (a) During the Term, Executive shall be entitled to participate in all employee benefit plans, programs including retirement programs, if any, group health care plans, and arrangements all fringe benefit plans, of the Company (includingCompany, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with subject to the terms and conditions of such plans, programs or arrangements as they . Such plans shall at all times be in effect from time comparable to time during those made available to the period senior-most management of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeCompany.

Other Benefits. The During the Term of Employment the Executive shall be entitled to participate in all employee benefit plans (including insurance plans, programs and arrangements ) of the Company that cover senior executives of the Company generally. The Executive's participation shall be subject to (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with i) the terms of such plansthe applicable plan documents and (ii) generally applicable Company policies. The Company may alter, programs modify, supplement or arrangements delete its employee benefit plans at any time as they shall be in effect from time to time during the period of it sees fit, without recourse by the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The Executive shall be entitled to may participate in all other employee benefit plans, plans and programs and arrangements of as the Company (includingmay, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during time, offer to its executive employees, subject to the period of same terms and conditions as such benefits are generally provided by the ExecutiveCompany. All such benefits are subject to plan documents (where applicable) and the Company's employmentpolicies and procedures. The parties to Nothing in this Agreement recognize Section 6(c) guarantees that any specific benefit will be provided or offered by the Company may which has the right to add, modify, or terminate or modify such plans, programs or arrangements benefits at any time.

Other Benefits. The During the Employment Term and subject to any contribution therefor generally required from executives of the Company, Executive shall be entitled to participate in all employee the executive benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period in effect for executives of the Executive's employmentCompany generally. Such participation shall be subject to the terms of the applicable plan documents and generally applicable Company policies. The parties to this Agreement recognize that the Company may terminate alter, modify, terminate, add to, or modify such plansdelete, programs or arrangements any of its executive benefit plans at any timetime as the Company, in its sole judgment, determines to be appropriate.

Other Benefits. The (a) Executive shall be entitled to participate in all employee profit-sharing, insurance, medical and retirement benefit plans, programs together with vacation and arrangements other employee benefits of the Company, now in effect or as hereafter amended or established, in which the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), executive employees are permitted to participate. The Executive’s participation shall be in accordance with the terms and provisions of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's ’s employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time. In addition, the Executive shall abide by and be entitled to the same holiday and sick pay policy as is in effect for the general staff of the Company.

Other Benefits. The During the term hereof, the Executive shall be entitled to participate in any and all employee benefit plans from time to time in effect for executives and/or employees of the Company generally, provided that the Executive shall receive benefits pursuant to plans, programs and arrangements of policies (other than any equity-based compensation plan or program) that are comparable, and no less favorable in the Company (includingaggregate, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with to those benefits offered to her immediately prior to the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeClosing.

Other Benefits. The Executive shall be entitled to may participate in all other employee benefit plans, plans and programs and arrangements of as the Company (includingmay, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during time, offer to its executive employees, subject to the period of same terms and conditions as such benefits are generally provided by the ExecutiveCompany. All such benefits are subject to plan documents (where applicable) and the Company's employmentpolicies and procedures. The parties to Nothing in this Agreement recognize Section 5(c) guarantees that any specific benefit will be provided or offered by the Company may which has the right to add, modify, or terminate or modify such plans, programs or arrangements benefits at any time.

Other Benefits. The (a) During the Term, Executive shall be entitled to participate in all employee benefit plans, programs including retirement programs, if any, group health care plans, and arrangements all fringe benefit plans, of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with subject to the terms and conditions of such plans, programs or arrangements as they . Such plans shall at all times be in effect from time comparable to time during those made available to the period senior-most management of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeCompany.

Other Benefits. The During the Employment Term, Executive shall be entitled to participate in all employee benefit plansplans and programs made available to the employees, programs and arrangements of the Company (including, without limitation, stock option as such plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall may be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such time, including, without limitation, medical and dental plans, programs or arrangements at any time.

Other Benefits. The (a) Executive shall be entitled eligible to participate in all employee benefit health, welfare, retirement, pension, life insurance, disability, perquisite and similar plans, programs and arrangements generally available to employees of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect Employer from time to time during the period Term, subject to the then-prevailing terms, conditions and eligibility requirements of the Executive's employmenteach such plan, program, or arrangement. The parties Employer has reserved the right to this Agreement recognize that the Company may amend or terminate any such plan, program, or modify such plans, programs or arrangements arrangement at any time.

Other Benefits. The During the Term of Employment the Executive shall be entitled to participate in all employee benefit plans, programs and arrangements (including insurance plans) generally provided to comparable senior officers of the Company Company. The Executive's participation shall be subject to (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with i) the terms of such plansthe applicable plan documents and (ii) generally applicable Company policies. The Company may alter, programs modify, supplement or arrangements delete its employee benefit plans at any time as they shall be in effect from time to time during the period of it sees fit, without recourse by the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The During the Employment Period, the Executive shall be entitled to participate in all such employee benefit plans, programs or arrangements (collectively the “Plans”), implemented by the Company and arrangements available to executive officers of the Company. The Company (includingshall have the right, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during and in its sole discretion, to modify and amend the period of benefits provided to its executive officers, including the Executive's employment. The parties to this Agreement recognize that , consistent with the Company may terminate or modify such plans, programs or arrangements at any timeprovisions herein.

Other Benefits. The Executive shall be entitled eligible to participate in all or receive benefits under the Company’s employee benefit plansplans in effect from time to time, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with subject to the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties Company reserves the right to this Agreement recognize that the Company may terminate amend or modify such plans, programs or arrangements cancel any employee benefit plans at any timetime in its sole discretion, subject to the terms of such employee benefit plan and applicable law.

Other Benefits. The Executive shall also be entitled to participate in all employee any pension plan, profit-sharing plan, life, medical, dental, disability, or other insurance plan or other plan or benefit plans, programs and arrangements as from time to time is in effect during the Term of this Agreement that the Company may provide generally for Executive-level employees of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs plan or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timebenefit.

Other Benefits. The Executive shall be entitled to participate in all the employee benefit plans, programs and arrangements of plans maintained by the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during as to which Executive shall be eligible, including severance, health and major medical insurance, dental insurance, life insurance, long-term disability insurance, and qualified and supplemental savings plans. Executive’s entitlement to participate in any such plan, program or arrangement shall, in each case, be subject to the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeterms and conditions thereof.

Other Benefits. The (a) During the Term, Executive shall be entitled to participate in all employee profit-sharing, insurance, medical and retirement benefit plans, programs together with vacation and arrangements other employee benefits of the Company, now in effect or as hereafter amended or established, in which Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), executive employees are permitted to participate. The Executive's participation shall be in accordance with the terms and provisions of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The During the term hereof, the Executive shall be entitled to participate in any and all employee benefit plans from time to time in effect for executives and/or employees of the Company generally, provided that the Executive shall receive benefits pursuant to plans, programs and arrangements of policies (other than any equity based compensation plan or program) that are comparable, and no less favorable in the Company (includingaggregate, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with to those benefits offered to him immediately prior to the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeClosing.

Other Benefits. The Executive shall be entitled to may participate in all other employee benefit plans, -------------- plans and programs and arrangements of as the Company (includingmay, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during time, offer to its executive employees, subject to the period of same terms and conditions as such benefits are generally provided by the ExecutiveCompany. All such benefits are subject to plan documents (where applicable) and the Company's employmentpolicies and procedures. The parties to Nothing in this Agreement recognize Section guarantees that any specific benefit will be provided or offered by the Company may which has the right to add, modify, or terminate or modify such plans, programs or arrangements benefits at any time.

Other Benefits. The (a) During the Term, Executive shall be entitled to participate in all employee benefit plans, programs including retirement programs, if any, group health care plans, and arrangements all fringe benefit plans, of the Company. Such plans shall at all times be comparable to those made available to the senior-most management of the Company. In addition, the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance shall provide Executive with the terms of such plans, programs or arrangements as they shall be in effect from time to time following benefits during the period Term, subject to the restrictions of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.Section 5.12:

Other Benefits. The Executive shall be entitled to participate in all employee benefit plans, programs and arrangements those benefits which are standard for senior executives of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements)Employer, in accordance with each such case, subject to the terms and conditions of such plans, programs or arrangements as they shall be in effect from time to time during policies, and procedures. Executive expressly agrees and acknowledges that after the period expiration of the Executive's employment. The parties Term, he is entitled to no additional benefits, except as specifically provided in this Agreement recognize that and except as specifically provided under the Company benefit plans referred to above and those benefit plans in which Executive subsequently may terminate or modify become a participant, and subject in each case to the terms and conditions of each such plans, programs or arrangements at any timeplan.

Other Benefits. The Executive shall will be entitled to participate in all employee benefit plans, practices, and programs and arrangements of maintained by the Company (includingand made available to employees generally, without limitationwhich may include retirement, stock option plans profit sharing, savings, health, hospitalization, disability, dental, life or agreements and insurance, retirement and vacation travel accident insurance benefit plans, programs and arrangements)flexible time off, in accordance with the terms of such plans, practices, and programs or arrangements as they shall be in effect from time to time during the period of the Executive's employmenttime. The parties Company reserves the right to this Agreement recognize that the Company may amend or terminate or modify such plans, programs or arrangements these plans at any time.

Other Benefits. The Executive shall be entitled to participate in all employee or receive benefits under any employee-benefit plans, programs and arrangements of plan made available by the Company (includingin the future to its executives and key management employees, without limitation, stock option plans or agreements subject to and insurance, retirement and vacation plans, programs and arrangements), in accordance on a basis consistent with the terms terms, conditions and overall administration of such plans. Nonetheless, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that its sole discretion the Company may amend or terminate any such employee-benefit plan providing benefits generally to its employees or modify such plans, programs or arrangements at any timeits executive officers. Executive shall be entitled to an aggregate of three (3) weeks of paid vacation in each calendar year.

Other Benefits. The (a) During the Term, Executive shall be entitled to participate in all employee benefit plans, programs including retirement programs, if any, group health care plans, and arrangements all fringe benefit plans, of the Company. Such plans shall at all times be comparable to those made available to the senior-most management of the Company, and such participation shall include coverage of Executive’s dependents to the extent and at the cost that such coverage is available to the senior-most management of the Company. In addition, the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance shall provide Executive with the terms of such plans, programs or arrangements as they shall be in effect from time to time following benefits during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.Term:

Other Benefits. The During his Employment, Executive shall be entitled to participate in all such employee benefit plans, programs or arrangements (collectively, the “Plans”) implemented by the Company and arrangements available to other employees of the Company, such as Medical, Vision, Dental, Short-Term Disability, Long-Term Disability, and Life Insurance. The Company (includingshall have the right, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during and in its sole discretion, to modify and amend the period of benefits provided to its executive officers, including Executive, consistent with the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeprovisions herein.

Other Benefits. The Executive shall be entitled to participate in all employee benefit incentive, savings and retirement plans, programs all welfare benefit plans and arrangements all other perquisites of employment on the same terms and conditions generally available to other executives of the Company (includinghaving comparable rank, without limitationauthority and seniority to the Executive. The Executive understands that, stock option except when prohibited by applicable law, the Company’s benefit plans and fringe benefits may be cancelled, changed, modified, replaced, terminated, or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with amended by the terms of such plans, programs or arrangements as they shall be in effect Company from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timein its sole discretion.

Other Benefits. The Executive shall be entitled may choose to participate in all other employee benefit plans, plans and programs and arrangements of as the Company (includingmay, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during time, offer to its employees, subject to the period of same terms and conditions as such benefits are generally provided by the ExecutiveCompany. All such benefits are subject to plan documents (where applicable) and the Company's employmentpolicies and procedures. The parties to Nothing in this Agreement recognize Section guarantees that any specific benefit will be provided or offered by the Company may which has the right to add, modify, or terminate or modify such plans, programs or arrangements benefits at any time. ___________ 2 Fair market value of stock as of Closing Date.

Other Benefits. The Executive shall be entitled to may participate in all other employee benefit plans, plans and programs and arrangements of as the Company (includingmay, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during time, offer to its executive employees, subject to the period of same terms and conditions as such benefits are generally provided by the Executive's employmentCompany. The parties All such benefits are subject to plan documents (where applicable) and the Company’s policies and procedures. Nothing in this Agreement recognize Section guarantees that any specific benefit will be provided or offered by the Company may which has the right to add, modify, or terminate or modify such plans, programs or arrangements benefits at any time.

Other Benefits. The During the Term, Executive shall will be entitled to participate in and to receive benefits as an employee under all of the Company’s employee benefit plans, programs and arrangements generally available to the Company’s similarly situated employees. Executive’s participation will be subject to the eligibility criteria and other terms and conditions of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation such plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall may be in effect amended, terminated, approved or adopted by the Company from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.

Other Benefits. The During the Term, the Executive shall continue to be entitled to participate in all other employee benefit plansplans in which he is currently participating, programs and arrangements of the Company (including, without limitation, stock option pension, medical, disability and life insurance and other plans or agreements and insurance, retirement and vacation plans, programs and arrangements), applicable to senior executives of the Company generally in accordance with the terms of such plans, plans and programs or arrangements as they shall be in effect from time to time during time. The foregoing shall not be construed to limit the period ability of the Executive's employment. The parties Employer or any of its affiliates to this Agreement recognize that the Company may amend, modify or terminate or modify any such benefit plans, policies or programs or arrangements at any time and from time to time.

Other Benefits. The During the Term of Employment the Executive shall be entitled to participate in all employee benefit plans (including insurance plans, programs and arrangements ) of the Company that cover senior executives of the Company generally. The Executive's participation shall be subject to (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with i) the terms of such plansthe applicable plan documents and (ii) generally applicable Company policies. The Company may alter, programs modify, supplement or arrangements delete its employee benefit plans at any time as they it sees fit, without recourse by the Executive. As of the Effective Date, the Executive shall be in effect removed from time Schedule C and added to time during the period Schedule B of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeSERP in which he is a participant.

Other Benefits. The Executive shall be entitled to participate in all employee of the Company’s benefit plans, programs plans and arrangements of (including without limitation each pension and retirement plan and arrangement, life insurance and health-and-accident plan and arrangement, medical insurance plan, and disability plan) which the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timemaintains for its employees generally.

Other Benefits. The Executive shall be entitled to participate in all any of the employee benefit plans, programs including medical and arrangements life insurance, 401(K) plan, personal time, etc and any other employee benefit plans which effect Executives of the Company, except to the extent that any benefit excludes participation by executives of the Company. The Company (includingmay alter, without limitationmodify, stock option add to or delete its employee benefit plans or agreements and insurance, retirement and vacation plans, programs and arrangements)at any time as it, in accordance with the terms of such plansits sole judgment, programs or arrangements as they shall determines to be in effect from time to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeappropriate.

Other Benefits. The Executive shall be entitled to participate in all other employee benefit plans, programs and arrangements of the Company (includingthat are from time to time in effect and that apply to the Company’s employees generally or to its executive officers, without limitationas the case may be, stock option plans or agreements subject to, and insuranceon a basis consistent with, retirement the terms, conditions and vacation overall administration of such plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they . Executive shall be entitled to participate in effect from time and receive any fringe benefits and perquisites that may become available to time during the period of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any timeCompany’s executive employees.

Other Benefits. The During his Employment, Executive shall be entitled to participate in all such employee benefit plans, programs or arrangements (collectively, the “Plans”) implemented by the Company and arrangements available to other employees of the Company, such as Medical, Vision, Dental, Short-Term Disability, Long-Term Disability, and Life Insurance. The Company (includingshall have the right, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect from time to time during and in its sole discretion, to modify and amend the period of benefits provided to its executive officers, including Executive, consistent with the Executive's employmentprovisions herein. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at any time.5. (e)

Other Benefits. The During the Term, the Executive shall be entitled eligible to participate in all such employee benefit plans, programs and arrangements of the Company (including, without limitation, stock option plans or agreements and insurance, retirement and vacation plans, programs and arrangements), in accordance with the terms of such plans, programs or arrangements as they shall be in effect are generally made available from time to time during to other Company senior executives, to the period extent the Executive is eligible e.under the terms of the Executive's employment. The parties to this Agreement recognize that the Company may terminate or modify such plans, programs or arrangements at pursuant to which such benefits are provided. Nothing in this Agreement shall prevent the Company from amending or terminating any timeCompany employee benefit plan, program or arrangement from time to time as the Company deems appropriate.