【正文】 . During the Employment Term, Executive will be entitled to five (5) weeks of paid vacation per annum.　　3. EMPLOYMENT TERM.　　. EMPLOYMENT TERM. The Employment Term means the period mencing on the closing of the Company39。s first equity financing which yields proceeds to the Company in excess of $5 million (the Effective Date) and terminating on the earlier of five (5) years from the Effective Date or as set forth in Section .　　. NOTICE OF RENEWAL. At least sixty (60) days prior to the natural expiration of the initial Employment Term of this Employment Agreement and sixty (60) days prior to each oneyear anniversary thereafter, if applicable, the Company shall give Executive written notice of whether the Company will be seeking a oneyear extension of Executive39。s services beyond the initial Employment Term or subsequent oneyear period, if applicable. Unless such notice indicates that there will be no extension, the term of this Employment Agreement shall be automatically renewed for successive oneyear periods. However, Executive39。s employment with Employer will continue unless terminated by Executive or the Company as set forth in Section .4. TERMINATION OF EMPLOYMENT.　　. METHOD OF TERMINATION. Executive39。s employment pursuant to this Employment Agreement and the Employment Term provided for herein shall terminate upon the first of the following to occur (either with the Company, or the Company or its successors):　　A. Executive39。s death。 or　　B. Date that written notice is deemed given or made by the Company to Executive that as a result of any physical or mental injury or disability, he is unable to perform the essential functions of his job, with or without reasonable acmodation. Such notice may be issued when the Board of Directors of the Company has reasonably determined that Executive has bee unable to perform substantially his services and duties hereunder with or without reasonable acmodation because of any physical or mental injury or disability, and that it is reasonably likely that he will not be able to resume substantially performing his services and duties on substantially the terms and conditions as set forth in this Employment Agreement。 or　　C. Date that written notice is deemed given or made by the Company to Executive of termination for Cause (for purposes of this Employment Agreement, Cause shall have the meaning set forth in that certain Restricted Stock Purchase Agreement dated as of _________,_________,_________(M/D/Y) (the Restricted Stock Purchase Agreement) between the Company and Executive)。 or　　D. Date that written notice is deemed given or made by Executive of his voluntary departure or resignation as an employee of the Company。 or　　E. Date that written notice is deemed given or made by the Company to Executive of Executive39。s termination without Cause.　　Nothing herein alters Executive39。s and the Company39。s separate right to terminate the employment relationship at any time, for any reason, with or without Cause.　　. NOTICE OF TERMINATION. Any termination of Executive39。s employment either by the Company or by Executive shall be municated by written Notice of Termination to the other party hereto in accordance with Section hereof.　　. DATE OF TERMINATION. Date of Termination shall mean the date specified in the Notice of Termination.　　. EFFECT OF TERMINATION WITHOUT CAUSE. In the event the Company terminates Executive39。s employment with the Company without Cause, Executive shall be entitled to his then existing Base Salary and the Guaranteed Bonus for the entire period remaining of the Employment Term, payable in accordance with standard Company policy. Executive will receive an immediate lump sum payment of all unpaid and accrued vacation up to the Date of Termination.　　. EFFECT OF TERMINATION FOR OTHER EVENTS. Upon the termination of Executive for any reason other than as set forth in Section hereof, Executive will not be entitled to any additional pensation or other rights or benefits from the Company, and, as a result, the Company shall be obligated to pay Executive only that portion of his then existing Base Salary that Executive has earned prior to the Date of Termination of Executive39。s employment with the Company. Execut