Nautilus 2005 Annual Report Download - page 145

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writing to Employee, and as such goals may be amended from time to time; and (ix) Employee’s death or disability (i.e., Employee’s inability
to perform the essential job functions of the position with or without a reasonable accommodation).
(b) At-Will . At-will termination shall mean a termination by the Company where it does not seek to establish Cause. If the Company
exercises its right to terminate Employee without Cause, it shall provide the Employee with 183 days prior written notice of the termination of
his employment (Notice of Termination), provided however, that at the Company’s sole discretion, it may immediately relieve Employee from
all duties and responsibilities during the Notice Period. After receiving Notice of Termination, the Employee must continue to perform all
duties and responsibilities, unless such duties are removed. If the Company exercises its option to relieve Employee of duties after the
Company has provided Notice of Termination, then the Company shall continue to provide Employee with the basic benefits generally
applicable to the Company’
s employees and base salary during the Notice Period. If Employee exercises his right to terminate his employment,
the Employee agrees to provide the Company with 21 days’ prior written notice of the termination of his employment (Notice of Termination).
After receiving such Notice from the Employee, the Company retains the right to accept Employee’s resignation, and hence, terminate the
employment relationship without the need for further payments, at an earlier date than provided in the Employee’s Notice of Termination.
8. Severance Upon Termination .
(a) Upon termination of Employee’s employment under this Agreement by the Company without Cause, then, in lieu of any further
salary, bonus, or other payments for periods subsequent to the Date of Termination, the Company shall pay to the Employee severance equal to
six months average monthly annual base salary
1
. Such severance payment shall be made according to the Company’s normal payroll process
spread out equally over the severance period. Violation of this Agreement or the Business Protection Agreement and/or failure to sign the
Release and Waiver Agreement shall immediately relieve the Company from its payment obligation under this paragraph and entitle it to
recover any amounts paid under this paragraph. This Section 8 shall be read in conjunction with Section 7(b), and entitles the employee to a
maximum of six months salary, benefits, or notice under this Agreement.
(b) If the Company terminates the Employee’s employment during the term of this Agreement for Cause or if the Employee terminates
his employment , then the Company shall have no further payment obligations to Employee.
(c) Except as it relates to the receipt of severance (which shall be solely granted under the terms of this Agreement), this Agreement shall
not affect any payments due to Employee under applicable law as a result of the termination of his employment (such as payment of earned
wages).
3
1
The average annual monthly base salary shall be calculated using the average of the cash compensation received by Employee in the six
months prior to the Date of Termination.