From and after the date of a Change in Control during the term of this Agreement: # the Corporation shall have the right to terminate Your employment without Cause at any time; and # You shall, upon the occurrence of such a termination by the Corporation without Cause, or upon the voluntary termination of employment by You for Good Reason (as defined in Section 2(ii) hereof), be entitled to receive the benefits provided in Section 3 hereof. You shall evidence a voluntary termination for Good Reason by written notice to the Corporation given within ninety (90) days after the date of the occurrence of any event that You know or should reasonably have known constitutes Good Reason for voluntary termination and the Corporation has thirty (30) days from the date the Corporation receives the notice from You to remedy the condition. Such notice need only identify You and set forth in reasonable detail the facts and circumstances claimed by You to constitute Good Reason.

From and after the date of a Change in Control during the term of this Agreement: #Agreement, the Corporation shall have the right to terminate YourYou from employment without Causewith the Corporation at any time; and # You shall, upontime during the occurrenceterm of such a termination by the Corporation without Cause, or upon the voluntary termination of employment by Youthis Agreement for Good ReasonCause (as defined in Section 2(ii)iii) hereof), be entitled to receive the benefits provided in Section 3 hereof. You shall evidence a voluntary termination for Good Reason by written notice to You, specifying the Corporation given within ninety (90) days afterparticulars of Your conduct forming the date of the occurrence of any event that You know or should reasonably have known constitutes Good Reasonbasis for voluntary termination and the Corporation has thirty (30) days from the date the Corporation receives the notice from You to remedy the condition. Such notice need only identify You and set forth in reasonable detail the facts and circumstances claimed by You to constitute Good Reason.such termination.

From and after the date ofTermination Without Cause or for Good Reason Within Twenty-Four Months After a Change in Control. If a Change in Control occurs during the term ofEmployment Period and if within twenty-four (24) months after the Change in Control the Employee’s employment pursuant to this Agreement: # the Corporation shall have the right to terminate Your employment without Cause at any time; and # You shall, upon the occurrence of such a terminationAgreement is terminated by the Corporation without Cause,Cause or upon the voluntary termination ofEmployee terminates her employment by You for Good Reason (as defined in Section 2(ii) hereof),Reason, then the Employee shall be entitled to and shall receive the benefits provided in Section 3 hereof. You shall evidence a voluntary termination for Good Reason by written notice to the Corporation given within ninety (90) days after the date of the occurrence of any event that You know or should reasonably have known constitutes Good Reason for voluntary termination and the Corporation has thirty (30) days from the date the Corporation receives the notice from You to remedy the condition. Such notice need only identify You and set forth in reasonable detail the facts and circumstances claimed by You to constitute Good Reason.following:

From and after the date ofTermination Without Cause or for Good Reason Prior to a Change in Control duringor More Than Twenty-Four Months After a Change in Control. If, prior to a Change in Control or more than twenty-four (24) months after a Change in Control, the term ofEmployee’s employment pursuant to this Agreement: # the Corporation shall have the right to terminate Your employment without Cause at any time; and # You shall, upon the occurrence of such a terminationAgreement is terminated by the Corporation without Cause,Cause or upon the voluntary termination ofEmployee terminates her employment by You for Good Reason (as defined in Section 2(ii) hereof),Reason, then the Employee shall be entitled to and shall receive the benefits provided in Section 3 hereof. You shall evidence a voluntary termination for Good Reason by written notice to the Corporation given within ninety (90) days after the date of the occurrence of any event that You know or should reasonably have known constitutes Good Reason for voluntary termination and the Corporation has thirty (30) days from the date the Corporation receives the notice from You to remedy the condition. Such notice need only identify You and set forth in reasonable detail the facts and circumstances claimed by You to constitute Good Reason.following: