In the event that the Company reasonably determines in good faith that Executive is unable to perform the essential functions of his employment with the Company, even with reasonable accommodation that does not impose an undue hardship on the Company, for more than ninety (90) days in any rolling one-year period (“ Disability ”), unless a longer period is required by applicable federal or state law, in which case that longer period would apply, the Company shall have the right to terminate Executive’s employment, and the Company shall not be obligated to make any further payments to Executive hereunder, except for the Accrued Obligations.  Executive expressly agrees that the Company shall have the right to permanently replace Executive in the event he is terminated due to a Disability.