Consideration. The grant of the Restricted Stock is made in consideration of the services to be rendered by the Grantee to the Company.

Consideration. In recognition of your past service to the Company, as consideration for the mutual promises and covenants set forth herein, and subject to your continued compliance with the terms and conditions set forth in this Agreement, the Company will provide:

Consideration. In consideration of Employee’s execution of this Agreement and Employee’s fulfillment of all of its terms and conditions, Employee will receive the Severance Benefits, as defined in the Offer Letter. Employee and the Company acknowledge and agree that:

CONSIDERATION. Consideration for this Award is satisfied by your services to the Company.

Consideration. As consideration for the Shares, GMPW will pay Seller a total of ​, which shall be payable in a combination of cash and common stock as follows:

Consideration. Executive acknowledges that the Severance Pay, the Outplacement Consideration, the Healthcare Consideration, and other consideration set forth herein exceeds that to which Executive would otherwise be entitled upon termination of employment without providing a release of claims under the normal operation of the Company’s benefit plans, policies, and/or practices. Irrespective of whether Executive signs this Agreement, Executive will be paid all compensation earned through the Termination Date.

Consideration. The grant of the Option is made in consideration of the services to be rendered by the Participant to the Company and is subject to the terms and conditions of the Plan.

Consideration. Employee acknowledges that the benefits described in this Agreement are benefits to which they would not be entitled but for this Agreement.

Termination of Employment. If Executive’s employment is terminated by the Corporation without Case within six (6) months prior to the consummation of a Change in Control, then Executive shall be paid the Change in Control Payment at the time set forth in [Section 2]. For the purpose of this Agreement, “Cause” means # willful dishonesty involving the Corporation, excluding good faith expense account disputes, # conviction of or entering of a no contest plea to a felony or other crime involving material dishonesty or moral turpitude, # material failure or refusal to perform Executive’s duties or other lawful directive from the Corporation’s CEO or Board of Directors which is not cured by the Executive within ten (10) days after receipt by Executive of a written notice from the Corporation specifying the details thereof, # willful violation by Executive of the Corporation’s lawful policies or of Executive’s fiduciary duties, which violation is not cured by the Executive within ten (10) days after receipt by Executive of a written notice from the Corporation specifying the details thereof, # Executive’s will violation of the Corporation’s published business conduct guidelines, code of ethics, conflict of interest or similar policies or # illegal drug or substance abuse or addiction by Executive which is not protected by law.

Termination of Employment. Subject to [Sections 7, 14 and 15]5]5], all Stock Units granted to the Employee that have not vested as of the date of the Employee’s termination of employment shall automatically be cancelled upon the Employee’s termination of employment.