TRAVEL COSTS FOR
EMPLOYEE AND HIS DOMESTIC PARTNER DIRECTLY RELATED TO EMPLOYEE'S RELOCATION FROM
HAWAII (COLLECTIVELY REFERRED TO AS THE "TERMINATION EXPENSES"). THE TERMINATION
EXPENSES WILL BE REIMBURSED UP TO A MAXIMUM OF $50,000.00.
NOTWITHSTANDING THE
FOREGOING IN ORDER TO RECEIVE REIMBURSEMENT OF THE TERMINATION EXPENSES UNDER
THIS SECTION 5, SUCH TERMINATION EXPENSE MUST BE INCURRED ON OR BEFORE THE END
OF THE SECOND CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH EMPLOYEE'S
TERMINATION OF EMPLOYMENT OCCURS AND REIMBURSEMENT OF SUCH TERMINATION EXPENSE
SHALL BE MADE AS SOON AS ADMINISTRATIVELY FEASIBLE FOLLOWING SUBMISSION OF SUCH
EXPENSE BUT SHALL IN ANY EVENT BE MADE ON OR BEFORE THE END OF THE THIRD
CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH EMPLOYEE'S TERMINATION OF
EMPLOYMENT OCCURS.
6
6.
CONFIDENTIAL INFORMATION.
EMPLOYEE
RECOGNIZES THAT BY REASON OF HIS EMPLOYMENT BY AND SERVICE TO THE COMPANY HE
WILL OCCUPY A POSITION OF TRUST WITH RESPECT TO BUSINESS AND TECHNICAL
INFORMATION OF A SECRET OR CONFIDENTIAL NATURE WHICH IS THE PROPERTY OF THE
COMPANY WHICH WILL BE IMPARTED TO HIM FROM TIME TO TIME IN THE COURSE OF THE
PERFORMANCE OF HIS DUTIES HEREUNDER.
EMPLOYEE ACKNOWLEDGES THAT SUCH
INFORMATION IS A VALUABLE AND UNIQUE ASSET OF THE COMPANY AND AGREES THAT HE
SHALL NOT, DURING OR AFTER THE TERM OF THIS AGREEMENT, USE OR DISCLOSE DIRECTLY
OR INDIRECTLY ANY CONFIDENTIAL INFORMATION OF THE COMPANY TO ANY PERSON, EXCEPT
THAT EMPLOYEE MAY USE AND DISCLOSE TO AUTHORIZED PERSONNEL OF THE COMPANY SUCH
CONFIDENTIAL INFORMATION AS IS REASONABLY APPROPRIATE IN THE COURSE OF THE
PERFORMANCE OF HIS DUTIES HEREUNDER.
CONFIDENTIAL INFORMATION OF THE COMPANY
SHALL INCLUDE ALL INFORMATION AND KNOWLEDGE OF ANY NATURE AND IN ANY FORM
RELATING TO THE COMPANY INCLUDING BUT NOT LIMITED TO, BUSINESS PLANS;
DEVELOPMENT PROJECTS; COMPUTER SOFTWARE AND RELATED DOCUMENTATION AND MATERIALS;
DESIGNS, PRACTICES, PROCESSES, METHODS, KNOW-HOW AND OTHER FACTS RELATING TO THE
BUSINESS OF THE COMPANY; ADVERTISING, PROMOTIONS, FINANCIAL MATTERS, SALES AND
PROFIT FIGURES, CUSTOMERS OR CUSTOMER LISTS.
CONFIDENTIAL INFORMATION SHALL NOT
INCLUDE ANY INFORMATION THAT IS OR SHALL BECOME PUBLICLY KNOWN THROUGH NO FAULT
OF THE EMPLOYEE AND ANY INFORMATION RECEIVED IN GOOD FAITH FROM A THIRD PARTY
WHO HAS THE RIGHT TO DISCLOSE SUCH INFORMATION AND WHO HAS NOT RECEIVED SUCH
INFORMATION, EITHER DIRECTLY OR INDIRECTLY, FROM THE COMPANY.
7.
TERMINATION OF EMPLOYEE'S EMPLOYMENT.
A)
DEATH; DISABILITY.
IF THE EMPLOYEE DIES
WHILE EMPLOYED BY THE COMPANY, HIS EMPLOYMENT SHALL IMMEDIATELY TERMINATE.
IF,
AS A RESULT OF EMPLOYEE'S MENTAL OR PHYSICAL INCAPACITY, EMPLOYEE SHALL BE
UNABLE TO PERFORM THE SERVICES FOR THE COMPANY CONTEMPLATED BY THIS AGREEMENT IN
THE MANNER IN WHICH HE PREVIOUSLY PERFORMED THEM DURING AN AGGREGATE OF ONE
HUNDRED TWENTY (120) BUSINESS DAYS IN ANY CONSECUTIVE SEVEN (7) MONTH PERIOD
("DISABILITY"), EMPLOYEE'S EMPLOYMENT MAY BE TERMINATED BY THE COMPANY FOR
DISABILITY.
IN THE EVENT OF DISABILITY OR DEATH, THE EMPLOYEE OR EMPLOYEE'S
BENEFICIARIES, AS THE CASE MAY BE, SHALL CONTINUE TO BE PAID THE BASE SALARY
THROUGH THE TERMINATION DATE AND A PERFORMANCE/INCENTIVE BONUS, PRO-RATED TO