Separation Benefits. The benefits described in Section 4.2 and [Appendices A], B and C that are provided to qualifying Participants under the Plan.

Separation Benefits. If a Participant’s employment is terminated in circumstances entitling such Participant to Separation Benefits pursuant to Section 4.1, the Company shall provide to such Participant, within ten (10) days following the Date of Termination, a lump sum cash payment and outplacement services as set forth in Appendix A, B or C, as applicable. The Chief Executive Officer of the Company shall designate which Appendix shall apply to each Employee of the Employer who he designated as a Participant. Any Participant who is demoted to Hay pay grade level 21 or below shall be entitled to Separation Benefits under Appendix C. For purposes of determining the Separation Benefits set forth in Appendix A, B or C, if the termination of the Participant’s employment is for Good Reason based upon a reduction of the Participant’s Annual Salary, opportunity to earn Target Annual Bonuses, or other compensation or employee benefits, such reduction shall be ignored.

In exchange for the consideration set forth herein, and subject to my execution of, and continued compliance with, this Agreement:

SEPARATION. You are hereby resigning from the Company effective as of April 6, 2018 (the “Separation Date”).

Separation. Effective on the Separation Date, Employee shall have no further rights deriving from Employee’s employment by the Company, and shall not be entitled to any further compensation or non-vested benefits, except as provided in this Agreement and/or in accordance with applicable law.

Separation. Employee resigned from his position with the Company as Chief Operating Officer effective February 18, 2022 (the "Resignation Date"). In connection with his resignation, Employer wishes to offer Employee certain severance benefits above and beyond what Employee would otherwise be owed in exchange for a release of any and all claims the Employee may have or claim to have against Employer.

Termination of Employment and Separation Benefits. Effective July 19, 2019 (“Termination Date”), Employee’s employment with the Company shall be terminated and in exchange for the covenants hereunder and Employee’s compliance therewith, Employee shall be entitled to the payments and benefits described in Sections 1(a)-(c) below.

Separation Date. Pennypacker and [[Organization A:Organization]] have agreed that Employee’s end of employment shall be and is as of August 5, 2020 (the “Separation Date”). Both Pennypacker and [[Organization A:Organization]] acknowledge that this amicable separation shall fully and finally compromise and settle any differences that may exist between them on the terms set forth in this Agreement. Pennypacker also acknowledges, agrees and represents that he has been paid and has received all compensation and/or other amounts due that he earned on or before the date he signed this Agreement, including but not limited to all wages, salary, bonuses, incentive compensation, accrued vacation, sick and personal day pay. Pennypacker further agrees that [[Organization A:Organization]]’s payment and his receipt of all compensation due him earned on or before the date he signed this Agreement is not and has not been conditioned upon his execution of this Agreement.

Separation Pay. In consideration of Employee signing and reaffirming this Agreement, and abiding by the covenants and releases given herein, ESI will pay Employee total of One Hundred Eighty-Eight Thousand Six Hundred and Twenty Six Dollars ($188,626), less applicable withholdings (“Separation Pay”). This sum includes an amount equal to six (6) months’ individual COBRA payments. The Separation Pay will be paid on January 4, 2016.

Payment Acknowledged. In consideration for entering into this Agreement, the Company will provide to Employee the separation benefits specified in Exhibit I to this Agreement (the “Separation Benefits”).