Common use of BY DISCHARGE Clause in Contracts

BY DISCHARGE. If Executive's employment under the terms of this Agreement is terminated by the Company for any reason other than cause, death, or disability (in any such case a "Discharge"), then (a) the Company shall pay to Executive, on the date of Discharge, a lump sum cash amount equal to the greater of (i) 12 months of Executive's Base Salary at the time of the Discharge and (ii) Executive's Base Salary, without regard to Cost of Living Adjustments, payable for the remainder of the Term; (b) the Company shall pay to Executive the amounts, and on the schedule, of bonus compensation under Section 3.2 that would be payable to Executive during the remainder of the Term in the absence of the Discharge; and (c) Executive shall immediately become fully vested in, and be entitled to exercise for a period of 90 days after the date of Discharge, all outstanding stock options not previously vested or exercised. Such payment shall be in addition to other payments, if any, to which Executive is entitled pursuant to Section 4 hereof, and the rights of Executive (and the obligations of the Company) under Section 8 shall continue without regard to such Discharge. No Discharge shall be permitted pursuant to this Section 7.4 unless approved by a majority of the members of the Board.

BY DISCHARGE. If Executive's employment under the terms of this ------------ Agreement is terminated by the Company for any reason other than cause, death, or disability (in any such case a "Discharge"), then (a) the Company shall pay to Executive, on the date of Discharge, a lump sum cash amount equal to the greater of (i) 12 months of Executive's Base Salary at the time of the Discharge and (ii) Executive's Base Salary, without regard to Cost of Living Adjustments, payable for the remainder of the Term; (b) the Company shall pay to Executive the amounts, and on the schedule, of bonus compensation under Section 3.2 that would be payable to Executive during the remainder of the Term in the absence of the Discharge; and (c) Executive shall immediately become fully vested in, and be entitled to exercise for a period of 90 days after the date of Discharge, all outstanding stock options not previously vested or exercised. Such payment shall be in addition to other payments, if any, to which Executive is entitled pursuant to Section 4 hereof, and the rights of Executive (and the obligations of the Company) under Section 8 shall continue without regard to such Discharge. No Discharge shall be permitted pursuant to this Section 7.4 unless approved by a majority of the members of the Board.