Cessation of Service. If your service as a member of the Board of Directors of ​ and its Subsidiaries terminates prior to the Vesting Date and Section 3(b) does not apply, the Restricted Stock Units shall be immediately and automatically forfeited.

The restricted stock unit term specified in Paragraph 2 shall terminate (and this restricted stock unit shall cease to be outstanding) prior to the Expiration Date should the Participant cease to remain in Service for any.

In the event that the service of the Optionee shall terminate (otherwise than by reason of the Optionee’s death or disability, or for cause), the Option may be exercised (if and to the extent that the Optionee was entitled to do so at the date of termination of the Optionee’s service) at any time within ninety days after such termination, but in no event after the Termination Date. The Option shall not be exercisable by the Optionee following termination of the Optionee’s employment or service for cause. "Termination for cause" shall mean dismissal for dishonesty, conviction or confession of a crime punishable by law (except minor violations), fraud, misconduct or disclosure of confidential information. If the service of the Optionee shall be suspended pending an investigation of whether or not the Optionee shall be terminated for cause, all of the Optionee’s rights connected to the Option shall be suspended during the period of investigation.

Cessation. Immediately following the admission of Purchaser as the sole member of the Blocker described in Section 2 of this Agreement, Blocker Parent does hereby cease to be a member of the Blocker and shall cease to have or exercise any right or power of a member of the Blocker.

Cessation of Participation. Effective as of January 1, 2019, Participants who cease to be Employees due to the sale of Gulf Power Company will cease to be eligible to actively participate in the Plan.

Cessation of Operations. Any cessation of operations by Borrower or Borrower admits it is otherwise generally unable to pay its debts as such debts become due, provided, however, that any disclosure of the Borrower’s ability to continue as a “going concern” shall not be an admission that the Borrower cannot pay its debts as they become due.

Cessation of Trading. Any cessation of trading of the Common Stock on at least one of the OTCBB, OTCQB, OTC Markets Pink Sheets, or an equivalent replacement exchange, the Nasdaq National Market, the Nasdaq Small Cap Market, the New York Stock Exchange, or the NYSE MKT, and such cessation of trading shall continue for a period of five consecutive # Trading Days.

If an Outside Director to whom an option has been granted under the Plan dies # while he or she is serving on the Board of Directors, # within three (3) months after cessation of service on the Board of Directors other than by reason of disability, or # within twelve (12) months after cessation of service on the Board of Directors by reason of disability, such option may be exercised:

Section # "Separation from Service" means a Director’s resignation, retirement or cessation of services with the Company for any other reason which constitutes a “separation from service” within the meaning of Code §409A and the regulations thereunder.

Service. Each Party further agrees that service of any process, summons, notice or document by registered mail to its address set forth in Section 13.9.2 shall be effective service of process for any action, suit, or proceeding brought against it under this Agreement in any such court.