Common use of Severance Allowance Clause in Contracts

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b): (a) an amount equal to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a); and (b) an amount equal to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b): (a) an amount equal equivalent to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a); and (b) an amount equal equivalent to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b): (a) an amount equal to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he she would have been entitled to receive in accordance with Section 5(a); and (b) an amount equal to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his her termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he she shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he she would have accrued under such benefit plan if he she had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his her termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and life insurance arrangements or programs) to which he she would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he she had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 calendar months after his her termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. (a) In the event of a Control Termination termination of this Agreementthe Executive during the employment period, the Executive may elect, within 60 days after such Control Termination, shall be entitled to be paid receive a lump sum severance allowance, in lieu allowance within five days of the termination payments provided for in Section 11 abovesuch termination, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b):following: (ai) an The amount equal equivalent to the aggregate of salary payments for 60 24 (12, if a Change in Control has not occurred) calendar months months, at the rate required by Paragraph 5(a) and in effect immediately prior to termination (or, if greater, at the highest rate in effect under Paragraph 5(a) at any time during the period commencing on the effective date of Base Salary this Agreement and ending on the termination date), plus a pro rata share of the estimated amount of any bonus which he would have been entitled to receive in accordance with Section 5(a)payable for the bonus period which includes the termination date; and (bii) an In the event of a Change in Control the amount equal equivalent to the aggregate of 60 24 calendar months of bonus at the greater of (i) the monthly target rate of the bonus payment for the annual bonus period immediately prior to this year which includes his/her termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and . (b), then, in ) In addition to such amountamount under Paragraph 9(a) above, he the Executive shall also receive in cash the value of the incentive compensation (i) in addition including, but not limited to, employer contributions to the benefits provided Tellabs Advantage Program and the right to receive stock awards and to exercise stock options and other bonus and similar incentive compensation benefits) to which he/she would have been entitled under any deferred compensation, retirement or pension benefit plan all incentive compensation plans maintained by the Company, the benefits he would have accrued under such benefit plan Corporation if he he/she had remained in the employ of the Company Corporation for 24 (12, if a Change in Control has not occurred) months after such termination. The amount of such payment shall be determined as of the date of termination and shall be paid as promptly as practicable and in no event later than 30 days after such plan had remained termination. (c) The Corporation shall maintain in full force and effect for 60 calendar months after his terminationthe Executive’s continued benefit (and, which benefits will be paid concurrently with, and in addition toto the extent applicable, the benefits provided under such continued benefit plan, and (iiof his dependents) all of the employee benefits (including, but not limited to, coverage under any medical and insurance and life insurance arrangements plans, programs or programsarrangements) to which he he/she would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company Corporation if he he/she had remained in the employ of the Company Corporation for 24 (12, if a Change in Control has not occurred) calendar months after his/her termination, or if such continuation is not possible under the terms and provisions of such plans, programs or arrangements, the Corporation shall arrange to provide benefits substantially similar to those which the Executive (and, to the extent applicable, his/her dependents) would have been entitled to receive if the Executive had remained a participant in such plans, programs or arrangements had remained in effect for 60 calendar months after his termination; or such 24-month (or, if applicable, 12-month) period, as the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possiblecase may be.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 10 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses paragraphs (a) and (b): (a) an amount equal equivalent to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a)) plus a pro rata share of the estimated amount of any bonus which would have been payable for the bonus period which includes the termination date; and (b) an amount equal equivalent to the aggregate of 60 calendar months of bonus at five times the greater of (i) the monthly rate highest annual bonus payable under section 5(b) hereof for the last three (3) fiscal years of the bonus payment for the annual bonus period immediately company ended prior to this termination datesuch Control Termination, or (ii) the monthly rate of the estimated amount of the annual bonus payable under Section 5(b) hereof for the annual bonus period fiscal year of the Company which includes his termination datethe date of such Control Termination. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and split-dollar life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plansplan, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 10 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses paragraphs (a) and (b): (a) an amount equal to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a)) plus a pro rata share of the estimated amount of any bonus which would have been payable for the bonus period which includes the termination date; and (b) an amount equal to the aggregate of 60 calendar months of bonus at five times the greater of (i) the monthly rate highest annual bonus payable under Section 5(b) hereof for the last three (3) fiscal years of the bonus payment for the annual bonus period immediately company ended prior to this termination datesuch Control Termination, or (ii) the monthly rate of the estimated amount of the annual bonus payable under Section 5(b) hereof for the annual bonus period fiscal year of the Company which includes his termination datethe date of such Control Termination. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and split-dollar life insurance arrangements or programs) 9 to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plansplan, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination termination of this Agreementthe Executive during the employment period, the Executive may elect, within 60 days after such Control Terminationtermination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for referred to in Section 11 6 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses paragraphs (a) and (b):). (a) an An amount equal equivalent to the aggregate of salary payments for 60 36 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a)6(a) plus a pro rata share of the estimated amount of any bonus which would have been payable for the bonus period which includes the termination date; and (b) an An amount equal equivalent to the aggregate of 60 36 calendar months of bonus at the greater of (i) the highest monthly rate of the bonus payment for the annual bonus period in respect of the three fiscal years immediately prior to this the fiscal year including his termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination date. In the event that the Executive makes an election pursuant to the preceding sentence of this Section 9 to receive a lump sum severance allowance of the amount described in clauses paragraphs (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the CompanyCorporation, the pension benefits he would have accrued under such pension benefit plan if he had remained in the employ of the Company and such plan had remained in effect Corporation for 60 36 calendar months after his termination, which benefits will be paid in a lump sum concurrently with, and in addition to, the lump sum payment of the benefits provided under such pension benefit plan, (ii) incentive compensation (including, but not limited to, the right to receive and exercise stock options and stock appreciation rights and other bonus and similar incentive compensation benefits) to which he would have been entitled under all incentive compensation plans maintained by the Corporation if he had remained in the employ of the Corporation for 36 calendar months after such termination, payable in a lump sum, and (iiiii) the employee benefits (including, but not limited to, coverage under any medical insurance and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company Corporation if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect Corporation for 60 36 calendar months after his termination; , or at the election of the Executive, the value of the amounts described in clauses (i), (ii) and (iiiii) next preceding. The amount of the payments described in the preceding sentence shall be determined by the Accounting Firm (as defined in Section 10) and such payments shall be distributed as soon as it is reasonably possiblepossible but in no event later than 30 days after the election by the Executive pursuant to this Section 9. The Executive making an election pursuant to this Section 9 shall not be restricted by the provisions of paragraph 7(a).

Severance Allowance. In the event of a Control Termination discharge of this Agreementthe Executive during the Term, the Executive may elect, within 60 days after such Control Terminationdischarge, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 aboveto be made pursuant to 5.4.1 hereof, in an amount which is equal to 2.99 times the sum Executive's "annualized includible compensation for the base period," as those terms are defined in section 280G of the amounts determined in accordance with Internal Revenue Code of 1986, as amended (the following clauses (a) and (b): (a) an amount equal to "Code"). Any payment due hereunder will be made within five days after the aggregate of salary payments for 60 calendar months at election by the rate of Base Salary which he would have been entitled Executive to receive in accordance with Section 5(a); and (b) an amount equal to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination datelump sum payment. In the event that of discharge by reason of an event described in paragraph 5.3, if the Executive makes an election pursuant to the first sentence of this Section paragraph 5.6 to receive a lump sum severance allowance of the amount described in clauses (a) and (b)allowance, then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the pension benefits he would have accrued under such benefit pension plan if he had remained in the employ of the Company and such plan had remained in effect for 60 36 calendar months after his terminationdischarge, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit pension plan, (ii) incentive compensation (including, but not limited to, the right to receive and exercise stock options and stock appreciation rights and to receive restricted stock and grants thereof and similar incentive compensation benefits) to which he would have been entitled under all incentive compensation plans maintained by the Company if he had remained in the employ of the Company for 36 calendar months after his discharge, and (iiiii) the employee benefits (including, but not limited to, coverage under any medical insurance medical, disability and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 36 calendar months after his termination; discharge, or the value of the amounts described in clauses (i), (ii) and (iiiii) next precedingof this sentence. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination discharge of this Agreementthe Executive during the Term, the Executive may elect, within 60 days after such Control Terminationdischarge, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 aboveto be made pursuant to 6.4.1 hereof, in an amount which is equal to 2.99 times the sum Executive's "annualized includable compensation for the base period," as those terms are defined in section 280G of the amounts determined in accordance with Internal Revenue Code of 1986, as amended (the following clauses (a) and (b): (a) an amount equal to "Code"). Any payment due hereunder will be made within five days after the aggregate of salary payments for 60 calendar months at election by the rate of Base Salary which he would have been entitled Executive to receive in accordance with Section 5(a); and (b) an amount equal to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination datelump sum payment. In the event that of discharge by reason of an event described in paragraph 6.3, if the Executive makes an election pursuant to the first sentence of this Section paragraph 6.5 to receive a lump sum severance allowance of the amount described in clauses (a) and (b)allowance, then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the pension benefits he would have accrued under such benefit pension plan if he had remained in the employ of the Company and such plan had remained in effect for 60 36 calendar months after his terminationdischarge, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit pension plan, (ii) incentive compensation (including, but not limited to, the right to receive and exercise stock options and stock appreciation rights and to receive restricted stock and grants thereof and similar incentive compensation benefits) to which he would have been entitled under all incentive compensation plans maintained by the Company if he had remained in the employ of the Company for 36 calendar months after his discharge, and (iiiii) the employee benefits (including, but not limited to, coverage under any medical insurance medical, disability and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 36 calendar months after his termination; discharge, or the value of the amounts described in clauses (i), (ii) and (iiiii) next precedingof this sentence. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b): (a) an amount equal equivalent to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he she would have been entitled to receive in accordance with Section 5(a); and (b) an amount equal equivalent to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his her termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he she shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he she would have accrued under such benefit plan if he she had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his her termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and life insurance arrangements or programs) to which he she would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he she had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 calendar months after his her termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination discharge of this Agreementthe Executive during the Term, the Executive may elect, within 60 days after such Control Terminationdischarge, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 aboveto be made pursuant to 6.4.1 hereof, in an amount which is equal to 2.99 times the sum Executive’s “annualized includable compensation for the base period,” as those terms are defined in section 280G of the amounts determined in accordance with Internal Revenue Code of 1986, as amended (the following clauses (a) and (b): (a) an amount equal to “Code”). Any payment due hereunder will be made within five days after the aggregate of salary payments for 60 calendar months at election by the rate of Base Salary which he would have been entitled Executive to receive in accordance with Section 5(a); and (b) an amount equal to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination datelump sum payment. In the event that of discharge by reason of an event described in paragraph 6.3, if the Executive makes an election pursuant to the first sentence of this Section paragraph 6.5 to receive a lump sum severance allowance of the amount described in clauses (a) and (b)allowance, then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the pension benefits he would have accrued under such benefit pension plan if he had remained in the employ of the Company and such plan had remained in effect for 60 36 calendar months after his terminationdischarge, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit pension plan, (ii) incentive compensation (including, but not limited to, the right to receive and exercise stock options and stock appreciation rights and to receive restricted stock and grants thereof and similar incentive compensation benefits) to which he would have been entitled under all incentive compensation plans maintained by the Company if he had remained in the employ of the Company for 36 calendar months after his discharge, and (iiiii) the employee benefits (including, but not limited to, coverage under any medical insurance medical, disability and life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 36 calendar months after his termination; discharge, or the value of the amounts described in clauses (i), (ii) and (iiiii) next precedingof this sentence. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses (a) and (b): (a) an amount equal equivalent to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a); and (b) an amount equal equivalent to the aggregate of 60 calendar months of bonus at the greater of (i) the monthly rate of the bonus payment for the annual bonus period immediately prior to this termination date, or (ii) the monthly rate of the estimated amount of the bonus for the annual bonus period which includes his termination date. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and split-dollar life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plans, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.

Severance Allowance. In the event of a Control Termination of this Agreement, Executive may elect, within 60 days after such Control Termination, to be paid a lump sum severance allowance, in lieu of the termination payments provided for in Section 11 10 above, in an amount which is equal to the sum of the amounts determined in accordance with the following clauses paragraphs (a) and (b): (a) an amount equal to the aggregate of salary payments for 60 calendar months at the rate of Base Salary which he would have been entitled to receive in accordance with Section 5(a)) plus a pro rata share of the estimated amount of any bonus which would have been payable for the bonus period which includes the termination date; and (b) an amount equal to the aggregate of 60 calendar months of bonus at five times the greater of (i) the monthly rate highest annual bonus payable under Section 5(b) hereof for the last three (3) fiscal years of the bonus payment for the annual bonus period immediately company ended prior to this termination datesuch Control Termination, or (ii) the monthly rate of the estimated amount of the annual bonus payable under Section 5(b) hereof for the annual bonus period fiscal year of the Company which includes his termination datethe date of such Control Termination. In the event that Executive makes an election pursuant to this Section to receive a lump sum severance allowance of the amount described in clauses (a) and (b), then, in addition to such amount, he shall receive (i) in addition to the benefits provided under any deferred compensation, retirement or pension benefit plan maintained by the Company, the benefits he would have accrued under such benefit plan if he had remained in the employ of the Company and such plan had remained in effect for 60 calendar months after his termination, which benefits will be paid concurrently with, and in addition to, the benefits provided under such benefit plan, and (ii) the employee benefits (including, but not limited to, coverage under any medical insurance and split-dollar life insurance arrangements or programs) to which he would have been entitled under all employee benefit plans, programs or arrangements maintained by the Company if he had remained in the employ of the Company and such plansplan, programs or arrangements had remained in effect for 60 calendar months after his termination; or the value of the amounts described in clauses (i) and (ii) next preceding. The amount of the payments described in the preceding sentence shall be determined and such payments shall be distributed as soon as it is reasonably possible.