Uncompensated Terminations. If the Executive resigns from the Executive’s employment hereunder without Cause (as defined in Section 7(a), or if the Company terminates the Executive for Cause (as defined in Section 7(b)), then the Executive shall be entitled to receive a cash sum payment of the portion of Annual Base Salary earned up to and including the Date of Termination (as defined in Section 6.4(b)), and any benefits that have accrued under Sections 4.2 through 4.6 up to and including the Date of Termination. The amount of cash payable to the Executive under this Section 6.1 shall be payable in accordance with the Company’s normal payroll practices and any other benefits described in Sections 4.2 through 4.6 will be handled in accordance with the established procedures for each applicable benefit. More particularly, Executive shall be entitled only to (a) such Shares that have actually vested as of the Date of Termination; (b) such Stock Options that he has exercised or entitled to exercise as of the Date of Termination; and (c) such bonuses, if any, that he has earned as of the Date of Termination. Any payments or benefits to which Executive is otherwise entitled under this Section 6.1 shall be subject to setoff to the extent of any claims, which Company has against Executive.
Uncompensated Terminations. (a) If the Executive resigns from the Executive's employment hereunder without Cause, as hereinafter defined, or if the Company terminates the Executive for Cause, as hereinafter defined, then the Executive shall be entitled to receive only a cash lump sum payment of the portion of Salary or Bonus that has accrued up to and including the Date of Termination (as defined in Section 5.4(b) hereof). The amount payable to the Executive under this Section 5.1 shall be payable in accordance with the Company's normal payroll practices.
