Common use of Death or Disability of Executive Clause in Contracts

Death or Disability of Executive. This Agreement shall terminate automatically upon Executive’s death or Disability, as defined in the Plan. If Company believes a Disability of Executive has occurred during the term of Executive’s employment hereunder, Company may give to Executive written notice in accordance with Section 2.5. In such event, Executive’s employment with Company shall terminate effective on the thirtieth day after receipt of such notice by Executive (the “Disability Effective Date”), unless Executive shall have (i) returned to full-time performance of his duties prior to the Disability Effective Date and (ii) demonstrated to the reasonable satisfaction of the sole member of Company that Executive is capable of performing essential functions of his position with or without reasonable accommodation on a full-time basis going forward. In the event of a termination pursuant to Executive’s death or Disability, Executive or Executive’s designated beneficiary (or his estate if Executive does not have a beneficiary designation on file with Company for this purpose), as the case may be, shall be entitled to receive a lump-sum payment equal to twelve months of his base salary at the rate in effect under Section 3.1 on the date of such termination, such payment to be made as soon as practicable following the date of death or Disability Effective Date, but in no event later than the later of (i) the end of the calendar year of the date of death or Disability Effective Date or (ii) the seventy-fifth day following the date of death or Disability Effective Date. In addition, the spouse and minor children of Executive shall be entitled to receive the benefits referred to in Section 3.4 for a period of twelve months following the date of death or Disability Effective Date.

Death or Disability of Executive. This Agreement shall terminate automatically upon Executive’s death or Disability, as defined in the Plan. If Company TMG believes a Disability of Executive has occurred during the term of Executive’s employment hereunder, Company TMG may give to Executive written notice in accordance with Section 2.5. In such event, Executive’s employment with Company TMG shall terminate effective on the thirtieth day after receipt of such notice by Executive (the “Disability Effective Date”), unless Executive shall have (i) returned to full-time performance of his duties prior to the Disability Effective Date and (ii) demonstrated to the reasonable satisfaction of the sole member Board of Company Directors of TMG that Executive is capable of performing essential functions of his position with or without reasonable accommodation on a full-time basis going forward. In the event of a termination pursuant to Executive’s death or Disability, Executive or Executive’s designated beneficiary (or his estate if Executive does not have a beneficiary designation on file with Company TMG for this purpose), as the case may be, shall be entitled to receive a lump-sum payment equal to twelve months of his base salary at the rate in effect under Section 3.1 on the date of such termination, such payment to be made as soon as practicable following the date of death or Disability Effective Date, but in no event later than the later of (i) the end of the calendar year of the date of death or Disability Effective Date or (ii) the seventy-fifth day following the date of death or Disability Effective Date. In addition, the spouse and minor children of Executive shall be entitled to receive the benefits referred to in Section 3.4 for a period of twelve months following the date of death or Disability Effective Date.

Death or Disability of Executive. This Agreement shall terminate automatically upon Executive’s death or Disability, as defined in the Plan. If Company believes a Disability of Executive has occurred during the term of Executive’s employment hereunder, Company may give to Executive written notice in accordance with Section 2.5. In such event, Executive’s employment with Company shall terminate effective on the thirtieth day after receipt of such notice by Executive (the “Disability Effective Date”), unless Executive shall have (i) returned to full-time performance of his duties prior to the Disability Effective Date and (ii) demonstrated to the reasonable satisfaction of the sole member of Company that Executive is capable of performing essential functions of his position with or without reasonable accommodation on a full-time basis going forward. In the event of a termination pursuant to Executive’s death or Disability, Executive or Executive’s designated beneficiary (or his estate if Executive does not have a beneficiary designation on file with Company for this purpose), as the case may be, shall be entitled to receive a Termination Benefits. Any lump-sum cash payment equal due pursuant to twelve months of his base salary at the rate in effect under Section 3.1 on the date of such termination, such payment to preceding sentence shall be made paid as soon as practicable following the date of death or Disability Effective Date, but in no event later than the later of (i) the end of the calendar year of the date of death or Disability Effective Date or (ii) the seventy-fifth day following the date of death or Disability Effective Date. In addition, the spouse and minor children of Executive shall be entitled to receive the benefits referred to in Section 3.4 for a period of twelve months following the date of death or Disability Effective Date.