Common use of Termination by Corporation Without Cause Clause in Contracts

Termination by Corporation Without Cause. In the event the Corporation desires to terminate Executive’s employment for any reason other than as set forth in Sections 4, 5 or 6, the Corporation may do so by providing at least thirty (30) days prior written notice, or in lieu thereof, may relieve Executive of all duties and place Executive on a thirty (30) day paid administrative leave. Upon the Separation of Service or the Date of Termination, and subject to the provisions of Section 7(a), the Corporation shall pay Executive severance in the form of continuing to pay Executive’s Base Salary for the balance of the existing term of this Agreement (for purposes of this Section 7, the “Remaining Term”). In addition, the Corporation shall maintain and continue to provide to Executive health, dental, accident and disability insurance and other Executive benefit plans, programs and arrangements in which Executive was entitled to participate under Section 3(d) immediately prior to the Date of Termination (excluding (a) any stock option or other stock compensation, (b) any bonus or incentive compensation of the Corporation, (c) any retirement benefit plan contributions, (d) any vehicle allowance, and (e) any social or professional club dues) until the earlier of (i) the expiration of the Remaining Term; (ii) Executive commences full-time employment with another employer or commences self-employment where Executive will earn compensation on an annualized basis that is 75% or more of the Base Salary as of the Date of Termination; or (iii) the date on which the Corporation determines that the Executive has violated any provisions of Sections 13-16 of this Agreement.

Termination by Corporation Without Cause. In the event the Corporation (or its Successor) desires to terminate Executive’s employment for any reason other than as set forth in Sections 4, 5 or 6, the Corporation (or its Successor) may do so by providing at least thirty sixty (3060) days prior written notice, or in lieu thereof, may relieve Executive of all duties and place Executive on a thirty sixty (3060) day paid administrative leave, and such a paid leave of absence shall not be deemed a breach of this Agreement. Upon the Executive’s Separation of Service or the Date of Terminationunder these circumstances, and subject to the provisions of Section 7(a), the Corporation (or its Successor) shall pay Executive severance in the form of continuing to pay Executive’s then applicable Base Salary for the balance of the existing term Term of this Agreement (for purposes of this Section 7, the “Remaining Term”), but in no event shall the severance period exceed eighteen (18) months from the Date of Termination. In addition, if the Executive elects continuation coverage under COBRA after his Separation from Service, the Corporation (or its Successor) shall maintain and continue pay the required COBRA premiums on the Executive’s behalf so as to provide to continued medical and dental insurance for the Executive health, dental, accident and disability insurance and other Executive benefit plans, programs and arrangements in which Executive was entitled to participate under Section 3(d) immediately prior to the Date of Termination (excluding (a) any stock option or other stock compensation, (b) any bonus or incentive compensation of the Corporation, (c) any retirement benefit plan contributions, (d) any vehicle allowance, and (e) any social or professional club dues) his dependents until the earlier of (i) the expiration of the Remaining TermTerm but not to exceed eighteen (18) months from the Date of Termination; (ii) Executive commences full-time employment with another employer or commences self-employment where Executive will earn compensation on an annualized basis that is 75% or more of the Base Salary as of the Date of Terminationemployer; or (iii) the date on which the Corporation determines that the Executive has violated any provisions of Sections 13-16 of this Agreement.