Vesting Termination

Vesting Termination. Shall mean the occurrence of the following: (i) a termination of the Executive's employment by the Company without Cause or (ii) an involuntary removal of the Executive from the position of Chairman of the Board on or after the occurrence of a Change in Control (as defined in the Change in Control Agreement); provided, however that, for the avoidance of doubt, Vesting Termination shall not include a termination due to death or Disability.