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DOCUMENT TITLE:  AMENDED AND RESTATED EMPLOYMENT AGREEMENT .
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Clause Heading
a - Effectiveness.
2 - Position.
3 - Base Salary.
4 - Annual Bonus.
5 - Employee Benefits.
6 - Business Expenses.
7 - Termination.
a - By the Company For Cause; by Executive without Good Reason.
b - Disability or Death.
c - Termination by Company without Cause; Resignation by Executive for Good Reason.
(i) - Expiration of the Employment Term.
(ii) - Continued Employment Beyond the Expiration of the Employment Term.
e - Notice of Termination.
f - Limits on Termination Rights prior to the LN Effective Date; Certain Termination Rights on and after the LN Effective Date.
8 - Non-Competition; Non-Solicitation.
a - Confidentiality.
b - Intellectual Property.
10 - Specific Performance.
a - General.
b - In-Kind Benefits and Reimbursements.
c - Delay of Payments.
a - Governing Law.
b - Entire Agreement/Amendments.
c - No Waiver.
d - Severability.
e - Assignment.
f - Set Off; No Mitigation.
g - Successors; Binding Agreement.
h - Notice.
i - Conflicts of Interest.
j - Executive Representation.
k - Prior Agreements.
l - Cooperation.
m - Withholding Taxes.
n - Counterparts.