Common use of Upon Termination Other Than for Cause or Upon Death or Total Disability Clause in Contracts

Upon Termination Other Than for Cause or Upon Death or Total Disability. In the event that the Company elects to terminate the employment of the Executive pursuant to Section 3.2(c) or the Executive terminates under Section 3.2(d)(i) or 3.2(d)(ii), the Company shall pay to the Executive within 30 (thirty) days of such termination a lump-sum amount equal to (i) the Standard Termination Payment; (ii) any bonus earned but not yet paid under any bonus plan then in effect at the time of termination; (iii) 100% of the Annual Base Salary; and (iv) any and all options granted to the Executive (the "Options") shall be amended to provide for continued vesting for twelve (12) months and to be exercisable for the longer of (a) twelve (12) months after the Termination Date, or (b) the period for exercise upon Termination as provided in the Option Agreement. Provided, however, no Option shall be extended beyond any Option expiration date or period established by the Option Plan authorizing such Option grant. The Company shall also be obligated to provide continued coverage at no cost to Executive under the Company's medical, dental, life insurance and total disability benefit plans or arrangements with respect to the Executive for a period of six (6) months following the date of any termination of employment pursuant to Section 3.2(c). From the date of such notice of Termination other than for cause or upon death or Total Disability through the Termination Date, the Executive shall continue to perform the normal duties of his employment hereunder, and shall be entitled to receive when due all compensation and benefits applicable to the Executive hereunder. The Executive shall have no obligation whatsoever to mitigate any damages, costs or expenses suffered or incurred by the Company with respect to severance obligations set forth in this Section 3.3(c), and no such severance payments received or receivable by the Executive shall be subject to any reduction, offset, rebate or repayment as a result of any subsequent employment or other business activity by the Executive. In addition, for termination pursuant to Section 3.2(c) subsequent to a Change of Control or 3.2(d)(ii), any and all Options granted but not vested to the Executive shall become immediately vested and nonforfeitable and the Executive shall have the life of the Option to exercise such Options.

Upon Termination Other Than for Cause or Upon Death or Total Disability. In the event that the Company elects to terminate the employment of the Executive pursuant to Section 3.2(c) or the Executive terminates under Section 3.2(d)(i) or 3.2(d)(ii), the Company shall pay to the Executive within 30 (thirty) days of such termination a lump-sum amount equal to (i) the Standard Termination Payment; (ii) any bonus earned but not yet paid under any "Stay Put" bonus program, or any other bonus plan then in effect at the time of termination; (iii) 100% of $150,000 subject to the Annual Base Salarylimitations set forth in Section 3.3(e) below; and (iv) any and all options granted to the Executive (the "Options") shall be amended to provide for continued vesting for twelve (12) months and to be exercisable for the longer of (a) twelve (12) months after the Termination Date, or (b) the period for exercise upon Termination as provided in the Option Agreement. Provided, however, no Option shall be extended beyond any Option expiration date or period established by the Option Plan authorizing such Option grant. The Company shall also be obligated to provide continued coverage at no cost to Executive under the Company's medical, dental, life insurance and total disability benefit plans or arrangements with respect to the Executive for a period of six one (61) months year following the date of any termination of employment pursuant to Section 3.2(c). From the date of such notice of Termination other than for cause or upon death or Total Disability through the Termination Date, the Executive shall continue to perform the normal duties of his employment hereunder, and shall be entitled to receive when due all compensation and benefits applicable to the Executive hereunder. The Executive shall have no obligation whatsoever to mitigate any damages, costs or expenses suffered or incurred by the Company with respect to severance obligations set forth in this Section 3.3(c), and no such severance payments received or receivable by the Executive shall be subject to any reduction, offset, rebate or repayment as a result of any subsequent employment or other business activity by the Executive. In addition, for termination pursuant to Section 3.2(c) subsequent to a Change of Control or 3.2(d)(ii), any and all Options granted but not vested to the Executive shall become immediately vested and nonforfeitable and the Executive shall have the life of the Option to exercise such Options. In the event of Termination in the event of a liquidation of the SOHO business, the benefits due under this Section shall be as set forth in Section 3.3(f).

Upon Termination Other Than for Cause or Upon Death or Total Disability. In the event that the Company elects to terminate the employment of the Executive pursuant to Section 3.2(c) or the Executive terminates under Section 3.2(d)(i) or 3.2(d)(ii), the Company shall pay to the Executive within 30 (thirty) days of such termination a lump-sum amount equal to (i) the Standard Termination Payment; (ii) any bonus earned but not yet paid under any bonus plan then in effect at the time of termination; (iii) 100% of the Annual Base Salary; and (iv) any and all options granted to the Executive (the "“Options"”) shall be amended to provide for continued vesting for twelve (12) months and to be exercisable for the longer of (a) twelve (12) months after the Termination Date, or (b) the period for exercise upon Termination as provided in the Option Agreement. Provided, however, no Option shall be extended beyond any Option expiration date or period established by the Option Plan authorizing such Option grant. The Company shall also be obligated to provide continued coverage at no cost to Executive under the Company's ’s medical, dental, life insurance and total disability benefit plans or arrangements with respect to the Executive for a period of six (6) months following the date of any termination of employment pursuant to Section 3.2(c). From the date of such notice of Termination other than for cause or upon death or Total Disability through the Termination Date, the Executive shall continue to perform the normal duties of his her employment hereunder, and shall be entitled to receive when due all compensation and benefits applicable to the Executive hereunder. The Executive shall have no obligation whatsoever to mitigate any damages, costs or expenses suffered or incurred by the Company with respect to severance obligations set forth in this Section 3.3(c), and no such severance payments received or receivable by the Executive shall be subject to any reduction, offset, rebate or repayment as a result of any subsequent employment or other business activity by the Executive. In addition, for termination pursuant to Section 3.2(c) subsequent to a Change of Control or 3.2(d)(ii), any and all Options granted but not vested to the Executive shall become immediately vested and nonforfeitable and the Executive shall have the life of the Option to exercise such Options.