Common use of Non-Extension Clause in Contracts

Non-Extension. If, as contemplated by the provisions of Sections 3(a) and 3(b), either the Company fails to timely notify Employee that it wishes to extend this Agreement for an additional period or, alternatively, enter into a new agreement with Employee, or even if the Company has timely so notified Employee, the parties have, nonetheless, failed to enter into an extension agreement or a new employment agreement within the time specified in Section 3(b), then, in addition to Employee’s entitlement to continue to be paid all compensation and benefits as prescribed under the provisions of Section 4 for the balance of the Term, during which time he shall continue to render services to the Company as contemplated by this Agreement, Employee shall also be entitled to receive a post-employment payment (the “Post-Employment Payment”), equal to the sum of Employee’s Base Salary, pro rated on a monthly basis, multiplied by nine (9) months, payable in a lump sum, in cash and without discount, within thirty (30) days of his separation from service, subject, however, to the Delayed Payment Period limitations described in Section 6(e), if applicable. In addition, all unvested stock options and shares of restricted stock, if any, then held by Employee shall fully vest, as of the date of separation from service; provided that all vested stock options shall be exercisable by Employee, subject in any event to the provisions of the particular Company plan or program pursuant to which the stock options were granted and to the terms of the actual stock option agreement and option, only during the ninety (90) day period following separation from service, and Employee shall also be entitled to receive twelve months of COBRA coverage (while Employee remains eligible) paid for by the Company.