Good Reason. The term “Good Reason” as used in this Agreement means the occurrence, without Executive’s consent, of # a material reduction in either Executive’s rate of Base Salary (as defined in Paragraph 3(a)) or Executive’s target or maximum bonus percentage (other than a reduction which does not exceed the percentage reduction of an across the board salary or bonus reductions (target, actual or maximum) for management employees); # any material reduction in the position, authority, or office of Executive with respect [[Organization A:Organization]], or in Executive’s responsibilities or duties for Company; # any action or inaction by Company that constitutes a material breach of the terms of this Agreement; or # any relocation of Executive’s principal place of work with Company [[Organization A:Organization]] a place more than fifty (50) miles from Company’s headquarters at the Effective Date; provided, however, that any such occurrence under clauses # – # above shall constitute Good Reason only if # Executive provides notice [[Organization A:Organization]] within thirty (30) days after the occurrence, # Company fails [[Organization A:Organization]] cure such occurrence within thirty (30) days after receipt of notice from Executive, and # Executive terminates employment within thirty (30) days following expiration of the cure period.

Good Reason. For the sole purpose of determining Executive’s right to severance payments and benefits as described above, Executive’s resignation will be for “Good Reason” if Executive resigns within ninety days after any of the following events, unless Executive consents to the applicable event: # a decrease in Executive’s Annual Base Salary, other than a reduction in Annual Base Salary of less than 10% that is implemented in connection with a contemporaneous reduction in annual base salaries affecting other senior executives of the Company, # a material decrease in Executive’s authority or areas of responsibility as are commensurate with Executive’s title or positions, or # the relocation of Executive’s primary office to a location more than 50 miles from the Boston metropolitan area. Notwithstanding the foregoing, no Good Reason will have occurred unless and until Executive has: # provided the Company, within 60 days of Executive’s knowledge of the occurrence of the facts and circumstances underlying the Good Reason event, written-notice stating with specificity the applicable facts and circumstances underlying such finding of Good Reason; and # provided the Company with an opportunity to cure the same within 30 days after the receipt of such notice.

Good Reason. “Good Reason” will mean, without your consent, the occurrence of any one or more of the following during the Term:

Good Reason. The Executive’s employment may be terminated during the Employment Period by the Executive for Good Reason. The Executive must provide written notice to the Company of the existence of the event or condition constituting such Good Reason within one hundred and twenty (120) days of the Executive becoming aware of the event or condition alleged to constitute Good Reason. Upon delivery of such notice by the Executive, the Company shall have a period of thirty (30) days during which it may remedy in good faith the event or condition constituting Good Reason, to the Executive’s satisfaction and the Executive’s employment shall continue in effect during the thirty (30) day period. In the event the Company shall remedy in good faith the event or condition constituting Good Reason, then such notice of termination shall be null and void, and the Company shall not be required to pay the amount due to the Executive under Section 6(a). If the Company has not remedied the event or condition constituting Good Reason during the thirty (30) day cure period and the Executive does not terminate his/her employment for Good Reason within ninety (90) days thereafter by providing the Company with a Notice of Termination (as such term is defined herein), then the Executive will deemed to have waived his/her right to terminate for Good Reason with respect to such grounds.

Good Reason. The Executive’s employment may be terminated by the Executive either with or without Good Reason. For purposes of this Agreement, “Good Reason” shall have the meaning set forth in the General Severance Plan or, if the Executive’s termination occurs within twenty-four (24) months following a Change in Control, the meaning set forth in the Change in Control Severance Plan.

Good Reason. For the sole purpose of determining Executive’s right to severance payments as described above, Executive’s resignation will be for “Good Reason” if Executive resigns within ninety days after any of the following events, unless Executive consents to the applicable event: # a decrease in Executive’s Annual Base Salary, other than a reduction in Annual Base Salary of less than 10% that is implemented in connection with a contemporaneous reduction in annual base salaries affecting other senior executives of the Company and the Parent, # a material decrease in Executive’s authority or areas of responsibility as are commensurate with Executive’s title or position (other than in connection with a corporate transaction where Executive continues to hold the position referenced in Section 1(c[[Company:Organization]] above with respect to the Parent’s business, substantially as such business exists prior to the date of consummation of such corporate transaction, but does not hold such position with respect to the successor corporation[[Company:Organization]], # the relocation of Executive’s primary office to a location more than 50 miles from the Boston, Massachusetts metropolitan area, or # Executive’s removal from the Board. Notwithstanding the foregoing, no Good Reason will have occurred unless and until Executive has: # provided the Company and Parent, within 90 days of Executive’s knowledge of the occurrence of the facts and circumstances underlying the Good Reason event, written- notice stating with specificity the applicable facts and circumstances underlying such finding of Good Reason; and # provided the Company or Parent, as applicable, with an opportunity to cure the same within 30 days after the receipt of such notice.

Good Reason. For the purposes of this Agreement, “Good Reason” means Executive’s resignation that is effective within two (2) years following the occurrence of any Company cure period (discussed below) one or more of the following events without Executive’s consent:

GOOD REASON. “Good Reason” for the Executive to terminate the Executive’s employment hereunder shall mean the occurrence of any of the following conditions during the Employment Term without the Executive’s express written consent; provided that any resignation by the Executive due to any of the following conditions shall only be deemed for Good Reason if: # the Executive gives the Company written notice of the intent to terminate for Good Reason within sixty (60) days following the first occurrence of the condition(s) that the Executive believes constitutes Good Reason, which notice shall describe such condition(s); # the Company fails to remedy, if remediable, such condition(s) within thirty (30) days following receipt of the written notice (the “Cure Period”) of such condition(s) from the Executive; and # the Executive actually resigns his employment within the first thirty (30) days after expiration of the Cure Period:

Good Reason. For purposes of this Agreement, “Good Reason” for Executive's resignation of his or her employment will exist following the occurrence of any of the following without Executive’s written consent: # material reduction in Executive's duties (including responsibilities and/or authorities), provided, however, that a change in job position (including a change in title) shall not be deemed a “material reduction” in and of itself unless Executive's new duties are substantially reduced from the prior duties (including the assignment of duties and responsibilities inconsistent with the position of Chief Medical Officer or removal of those duties and responsibilities inconsistent with the position of Chief Medical Officer or removal of those duties and responsibilities from Executive as such duties and responsibilities are set forth in the offer letter dated August 23, 2018 by and between Executive and the Company (the “Offer Letter”); # relocation of Executive's principal place of employment to a place that increases Executive's one-way commute by more than forty-five (45) miles as compared to Executive's then current principal place of employment immediately prior to such relocation; # a reduction of at least 10% of Executive's gross base salary (unless pursuant to a salary reduction program applicable generally to the Company’s executive employees); # a material breach of the Offer letter by the Company; or # any directive by the Company in conflict with Executive’s professional medical obligations or otherwise in violation of law or regulation; provided, that any such event described above shall not constitute Good Reason unless Executive delivers to the Company a notice of termination for Good Reason within thirty (90) days after the initial existence of the circumstances giving rise to Good Reason, within thirty (30) days following the receipt of such notice of termination for Good Reason the Company has failed to reasonably cure the circumstances giving rise to Good Reason, and Executive terminates his or her employment within thirty (30) days following the end of the cure period.

Good Reason. When used with reference to a voluntary termination by the Executive of his/her employment with the Company, “Good Reason” shall mean any of the following, if taken without the Executive’s express written consent: