Termination Giving Rise to Salary Continuation. If the Company shall terminate the Executive's employment with the Company or shall provide a Notice of Non-Renewal for any reason other than due to the Executive's death or Disability or for Cause, or if the Executive terminates this Agreement because of a material breach of this Agreement by the Company, then, subject to the compliance by the Executive with the provisions of Sections 8 and 9 hereof, the Company shall pay, as salary continuation, to the Executive an amount equal to two (2) times the Executive's maximum Annual Base Salary paid during the prior five (5) year period (inclusive of the Annual Bonus paid to Executive during the 12-month period preceding the date of termination or the Annual Bonus earned by the Executive with respect to the fiscal year immediately preceding the date of termination, whichever Annual Bonus is higher, but excluding unearned bonuses negotiated by Executive at the time of the Executive's employment with the Company), payable in a lump sum, but no other compensation or benefits (unless accrued under the Company's benefit plans prior to the date of termination of employment or as provided in Section 4(e) hereof) shall be paid to the Executive.
Termination Giving Rise to Salary Continuation. If the Company shall terminate the Executive's employment with the Company for any reason other than due to the Executive's death or Disability or for Cause, then, subject to the compliance by the Executive with the provisions of Sections 4 and 5 hereof, the Company shall pay, as salary continuation, to the Executive an amount equal to two (2) times the Executive's maximum annual salary paid during the prior five (5) year period (inclusive of bonuses paid to Executive during the 12-month period preceding the date of termination, but excluding unearned bonuses negotiated by Executive at the time of the Executive's employment with the Company), payable, at Company's option, (A) in a lump sum or (B) in twenty-four (24) equal monthly installments, but no other compensation or benefits (unless accrued under the Company's benefit plans prior to the date of termination of employment or as provided in Section 1(d) hereof) shall be paid to the Executive.
Termination Giving Rise to Salary Continuation. If the Company shall terminate the Executive's employment with the Company or shall provide a Notice of Non-Renewal for any reason other than due to the Executive's death or Disability or for Cause, or if the Executive terminates this Agreement because of a material breach of this Agreement by the Company, then, subject to the compliance by the Executive with the provisions of Sections 8 and 9 hereof, the Company shall pay, as salary continuation, to the Executive an amount equal to two (2) times the Executive's maximum Annual Base Salary paid during the prior five (5) year period (inclusive of the Annual Bonus paid to Executive during the 12-month period preceding the date of termination or the Annual Bonus earned by the Executive with respect to the fiscal year immediately preceding the date of termination, whichever Annual Bonus is higher, but excluding unearned bonuses negotiated by Executive at the time of the Executive's employment with the Company), payable in a lump sum, less an amount equal to any portion of the Special Bonus which has not been previously offset pursuant to Section 4(b) hereof, but no other compensation or benefits (unless accrued under the Company's benefit plans prior to the date of termination of employment or as provided in Section 4(d) hereof) shall be paid to the Executive. For purposes of this Section 5(c), Executive's Annual Bonus shall be determined without regard to the proviso set forth in Section 4(b) hereof. In addition, the Company shall cause all unvested stock options held by the Executive to be fully vested as of the date of termination under this Section 5(c).
