Certain Employee Payments. NOVA is not a party to any employment agreement which could result in the payment to any current, former or future director or employee of NOVA of any money or other property or rights or accelerate or provide any other rights or benefits to any such employee or director as a result of the transactions contemplated by this Agreement, whether or not # such payment, acceleration or provision would constitute a "parachute payment" (within the meaning of Section 280G of the Code), or # some other subsequent action or event would be required to cause such payment, acceleration or provision to be triggered.

Certain Employee Payments. UBI is not a party to any employment agreement which could result in the payment to any current, former or future director or employee of UBI of any money or other property or rights or accelerate or provide any other rights or benefits to any such employee or director as a result of the transactions contemplated by this Agreement, whether or not # such payment, acceleration or provision would constitute a "parachute payment" (within the meaning of Section 280G of the Code), or # some other subsequent action or event would be required to cause such payment, acceleration or provision to be triggered.

Employee Payments. During the term, Employee shall receive the salary set forth on Exhibit A. (the “Salary”). The Salary will be paid according to the Company’s regular payroll practice throughout the calendar year.

Certain Payments Delayed for a Specified Employee. If Employee is a “specified employee” as defined in Section 409A, then any payment(s) under this Agreement on account of a “separation from service” as defined in Section 409A shall be made and/or shall begin on the first day of the seventh (7th) month following the date of Employee’s Termination to the extent such payments are not exempt from [Section 409A] and the six (6) month delay in payment is required by [Section 409A].

Certain Additional Payments. In connection with any assignment of rights and obligations of any Defaulting Lender hereunder, no such assignment shall be effective unless and until, in addition to the other conditions thereto set forth herein, the parties to the assignment shall make such additional payments to the Administrative Agent in an aggregate amount sufficient, upon distribution thereof as appropriate (which may be outright payment, purchases by the assignee of participations or subparticipations, or other compensating actions, including funding, with the

Employee. "Employee" means any common law employee, Self-Employed Individual, Leased Employee or other person the Code treats as an employee of a Participating Employer for purposes of the Participating Employer's qualified plan. Either the Adoption Agreement or a participation agreement to the Adoption Agreement may designate any Employee, or class of Employees, as not eligible to participate in the Plan.

Employee. Employee means any person who is employed by the Company, including any such person who also serves as a member of the Board.

Employee. An Employee as defined in the Retirement Plan.

Employee. A full-time employee of an Employer and a member of the Employer’s “select group of management or highly compensated employees,” as defined in ERISA [Sections 201(2), 301(a)(3), and 401(a)(1)])])].

Employee. An “Employee” is an individual who performs services for a Participating Employer as an employee of the Participating Employer (as classified by the Participating Employer at the time the services are preformed and without regard to any subsequent reclassification) and does not include any individual who is classified an independent contractor.