Common use of Termination for Employee Resignation, Cause or Retirement Clause in Contracts

Termination for Employee Resignation, Cause or Retirement. If Employee's employment by the Company is terminated pursuant to Section 5(a) or (d), the Company shall pay Employee his accrued but unpaid Base Salary through the Date of Termination at the rate in effect at the time Notice of Termination is given (the "Accrued Payments"), and the Company shall have no further obligations to Employee under this Agreement. If Employee's employment by the Company is terminated pursuant to Section 5(h), (i) the Company shall pay Employee the Accrued Payments, (ii) the Company shall pay Employee a pro rata portion of the Bonus described in Section 3(b) pursuant to the Company's applicable incentive compensation program (the amount of such pro rated Bonus to be determined as though the target level for such Bonus was attained (or if no target level, to be determined as though the target level of 70% of the Base Salary at the rate then in effect was attained), multiplied by a fraction, the numerator of which is the number of completed months in the then current Bonus program year and the denominator of which is 12), as such may exist from time to time, and (iii) Employee's outstanding Employee Options and the restricted stock or restricted stock units granted pursuant to Section 3(d) above shall be 100% vested.

Termination for Employee Resignation, Cause or Retirement. If Employee's employment by the Company is terminated pursuant to Section 5(a) or (d), the Company shall pay Employee his accrued but unpaid Base Salary through the Date of Termination at the rate in effect at the time Notice of Termination is given (the "Accrued Payments"), and the Company shall have no further obligations to Employee under this Agreement. If Employee's employment by the Company is terminated pursuant to Section 5(h), (i) the Company shall pay Employee the Accrued Payments, (ii) the Company shall pay Employee a pro rata portion of the Bonus described in Section 3(b) pursuant to the Company's applicable incentive compensation program (the amount of such pro rated Bonus to be determined as though the target level for such Bonus was attained (or if no target level, to be determined as though the target level of 70% of the Base Salary at the rate then in effect was attained), multiplied by a fraction, the numerator of which is the number of completed months in the then current Bonus program year and the denominator of which is 12), as such may exist from time to time, and (iii) Employee's outstanding Employee Options and the restricted stock or restricted stock units granted pursuant to Section 3(d) above shall be 100% vested. Such Bonus shall be paid at the time specified in Section 3(b).

Termination for Employee Resignation, Cause or Retirement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(a) or (d), the Company shall pay Employee his accrued but unpaid Base Salary through the Date of Termination at the rate in effect at the time Notice of Termination is given (the "“Accrued Payments"”), and the Company shall have no further obligations to Employee under this Agreement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(h), (i) the Company shall pay Employee the Accrued Payments, (ii) the Company shall pay Employee a pro rata portion of the Bonus described in Section 3(b) pursuant to the Company's ’s applicable incentive compensation program (the amount of such pro rated Bonus to be determined as though the target level for such Bonus was attained (or if no target level, to be determined as though the target level of 70% of the Base Salary at the rate then in effect was attained), multiplied by a fraction, the numerator of which is the number of completed months in the then current Bonus program year and the denominator of which is 12), as such may exist from time to time, and (iii) Employee's ’s outstanding Employee Options and the restricted stock or restricted stock units granted pursuant to Section 3(d) above shall be 100% vested.

Termination for Employee Resignation, Cause or Retirement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(a) or (d), the Company shall pay Employee his accrued but unpaid Base Salary through the Date of Termination at the rate in effect at the time Notice of Termination is given (the "“Accrued Payments"”), and the Company shall have no further obligations to Employee under this Agreement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(h), (i) the Company shall pay Employee the Accrued Payments, (ii) the Company shall pay Employee a pro rata portion of the Bonus described in Section 3(b) pursuant to the Company's ’s applicable incentive compensation program (the amount of such pro rated Bonus to be determined as though the target level for such Bonus was attained (or if there is no target level, to be determined as though the target level of 70% of the Base Salary at the rate then in effect was attained), multiplied by a fraction, the numerator of which is the number of completed months in the then current Bonus program year and the denominator of which is 12), as such may exist from time to time, time and (iii) Employee shall have the Put Right described in Section 7(c)(ii) and Employee's ’s outstanding Employee Options and the restricted stock or restricted stock units granted pursuant to Section 3(d) above shall be 100% vestedvested as if the Date of Termination were the fifth anniversary of such date (i.e., Employee will be credited with an additional five years of service for purposes of vesting in the Employee Options). .

Termination for Employee Resignation, Cause or Retirement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(a) or (d), the Company shall pay Employee his accrued but unpaid Base Salary through the Date of Termination at the rate in effect at the time Notice of Termination is given (the "“Accrued Payments"”), and the Company shall have no further obligations to Employee under this Agreement. If Employee's ’s employment by the Company is terminated pursuant to Section 5(h), (i) the Company shall pay Employee the Accrued Payments, (ii) the Company shall pay Employee a pro rata portion of the Bonus described in Section 3(b) pursuant to the Company's ’s applicable incentive compensation program (the amount of such pro rated Bonus to be determined as though the target level for such Bonus was attained (or if there is no target level, to be determined as though the target level of 7065% of the Base Salary at the rate then in effect was attained), multiplied by a fraction, the numerator of which is the number of completed months in the then current Bonus program year and the denominator of which is 12), as such may exist from time to time, time and (iii) Employee shall have the Put Right described in Section 7(c)(ii) and Employee's ’s outstanding Employee Options and the restricted stock or restricted stock units granted pursuant to Section 3(d) above shall be 100% vestedvested as if the Date of Termination were the fifth anniversary of such date (i.e., Employee will be credited with an additional five years of service for purposes of vesting in the Employee Options).