Involuntary Termination of Employment by the Company. In the event of an involuntary termination of your employment by the Company without Cause, provided that you execute and do not revoke an agreement and release of claims satisfactory to the Company, which will contain restrictive covenants substantially in the form set forth in Exhibit B, within 60 days following termination of your employment, you will be entitled to receive a pro-rated portion of your Target PSUs equal to the product of # the total number of Target PSUs multiplied by # the quotient of # the total number of months you were employed with the Company during the Performance Period (rounding up partial months) divided by # 36. Such pro-rated Target PSUs will vest and convert into Shares on the Adjustment Date in accordance with Section 2. All other PSUs that do not vest and convert into Shares in accordance with this Section 4(b) shall be forfeited in their entirety. Notwithstanding anything to the contrary herein, in the event of a termination of your employment as described in this Section 4(b), pursuant to Section 6, you may still be bound by, and must comply with, the restrictive covenants set forth in Exhibit B, as applicable.

Involuntary Termination of Employment by the Company. In the event of an involuntary termination of your employment by the Company without Cause, provided that you execute and do not revoke an agreement and release of claims satisfactory to the Company within 60 days following

Involuntary Termination of Employment by the Company. In the event of an involuntary termination of your employment by the Company without Cause, provided that you execute and do not revoke an agreement and release of claims satisfactory to the Company, which will contain restrictive covenants substantially in the form set forth in Exhibit B, within 60 days following termination of your employment, you will be entitled to receive a pro-rated portion of your Target PSUs equal to the product of # the total number of Target PSUs multiplied by # the quotient of # the total number of months you were employed with the Company during the Performance Period (rounding up partial months) divided by # 36. Such pro-rated Target PSUs will vest and convert into Shares on the Adjustment Date in accordance with Section 2. All other PSUs that do not vest and convert into Shares in accordance with this [Section 4(b)] shall be forfeited in their entirety. Notwithstanding anything to the contrary herein, in the event of a termination of your employment as described in this [Section 4(b)(i)], pursuant to Section 6, you may still be bound by, and must comply with, the restrictive covenants set forth in Exhibit B, as applicable.

Involuntary Termination by the Company Other Than For Permanent and Total Disability or For Cause. The Company may terminate the Executive’s employment at any time and for any reason (other than for Permanent and Total Disability as provided in subsection # below, or for Cause as provided in subsection # below) by giving him a written notice of termination to that effect at least five (5) business days before the date of termination. In the event the Company terminates the Executive’s employment for any reason other than for Permanent and Total Disability (as provided in subsection # below), or for Cause (as provided in Section # below), the Executive shall be entitled to the compensation described in Section 9.

Involuntary Termination by the Company Other Than For Permanent and Total Disability or For Cause. The Company may terminate the Executive’s employment at any time and for any reason (other than for Permanent and Total Disability as provided in subsection # below, or for Cause as provided in subsection # below) by giving him a written notice of termination to that effect at least five (5) business days before the date of termination. In the event the Company terminates the Executive’s employment for any reason other than for Permanent and Total Disability (as provided in subsection # below), or for Cause (as provided in Section # below), the Executive shall be entitled to the compensation described in Section 9.

Termination by the Company. The Company shall have the right, by giving three

Termination by the Company. Termination by the Company of the employment of the Executive with the Company for any reason other than for Cause, death or Disability. For purposes of this Agreement, “Cause” shall mean, as determined by the Company in good faith:

The Company may terminate the Executive’s employment hereunder at any time for Reasonable Cause. The term “Reasonable Cause” shall be limited to the following:

The Company may terminate the Consultation Period, with or without cause, upon thirty (30) days’ prior written notice to the Consultant.

Termination by the Company. The Company may terminate the Executive’s employment during the Employment Period with or without Cause. “Cause” for termination by the Company of the Executive’s employment shall mean # willful and continued failure by the Executive to substantially perform the Executive’s duties with the Company (other than any such failure resulting from the Executive’s incapacity due to physical or mental illness) after a written demand for substantial performance is delivered to the Executive by the Board of Directors of the Company (the “Board”), which demand specifically identifies the manner in which the Board believes that the Executive has not substantially performed the Executive’s duties, or # the willful engaging by the Executive in conduct which is demonstrably and materially injurious to the Company, monetarily or otherwise. For purposes of clauses (i) and (ii) of this definition, # no act, or failure to act, on the Executive’s part shall be deemed “willful” unless done, or omitted to be done, by the Executive not in good faith and without reasonable belief that the Executive’s act, or failure to act, was in the best interest of the Company and # in the event of a dispute concerning the application of this provision, no claim by the Company that Cause exists shall be given effect unless the Chairman of the Board establishes to the Board by clear and convincing evidence that Cause exists, subject to Section 10(f) hereof.