“(a) Severance. As soon as practicable after the Termination, but in any event no later than 10 business days following such Termination, the Company shall pay or cause to be paid to Executive, a lump sum cash amount equal to three (3) times the sum of (i) Executive’s annual base salary on the Effective Date (the “Base Salary”), and (ii) the Bonus. In addition, at the time of the above payment, Executive shall be entitled to an additional lump sum cash payment equal to the sum of (A) Executive’s annual salary through the date of termination, (B) an amount equal to Executive’s annual aggregate bonuses, for any calendar year ending before such termination occurs, which would have been payable had Executive remained employed until the date such bonus would otherwise have been paid, (C) a pro rata portion of the Bonus (calculated through the date of termination); and (D) an amount, if any, equal to compensation previously deferred (excluding any qualified plan deferral) and any accrued vacation pay, in each case, in full satisfaction of Executive’s rights thereto. If payment of the amounts referred to herein is not made by the Company to Executive within such 10 day period, the Company shall pay Executive interest thereon at the rate of 10% per annum.”

Severance Payment. Executive shall pay or cause to be paid to Executive,receive a lump sum cash amountpayment equal to three (3) timestwelve (12) months of Executive’s Base Annual Salary (at the sum of (i) Executive’s highest Base Annual Salary) plus annual base salary on the Effective Date (the “Base Salary”), and (ii) the Bonus. In addition,bonus compensation, at the time of the above payment, ExecutiveExecutive’s highest compensation level, if such bonus is earned prior to his employment with the Company terminating. Any such Severance Payment shall be entitled to an additional lump sumpaid in cash payment equal to the sum of (A) Executive’s annual salary through the date of termination, (B) an amount equal to Executive’s annual aggregate bonuses, for any calendar year ending before such termination occurs, which would have been payable had Executive remained employed until the date such bonus would otherwise have been paid, (C) a pro rata portion of the Bonus (calculated through the date of termination); and (D) an amount, if any, equal to compensation previously deferred (excluding any qualified plan deferral) and any accrued vacation pay, in each case, in full satisfaction of Executive’s rights thereto. If payment of the amounts referred to herein is not made by the Company to Executive within such 10 day period,ninety (90) days of the Company shall pay Executive interest thereon at the rateeffective date of 10% per annum.”Executive’s termination.

the Company shallwill pay or cause to be paid to Executive,Executive in a lump sum in cash amount equal to three (3) timeswithin thirty (30) days after the Date of Termination the sum of (i)# Executive’s annual base salaryBase Salary (as in effect on the Effective Date (the “Base Salary”), and (ii)of Termination) earned through the Bonus. In addition, at the timeDate of the above payment, Executive shall be entitled to an additional lump sum cash payment equalTermination to the sumextent not theretofore paid, # Executive’s business expenses for which reimbursement has been requested pursuant to the Company’s expense reimbursement policy but which have not been reimbursed before Executive’s applicable Date of (A)Termination and # Executive’s annual salary throughAnnual Bonus, if any, earned for the datefiscal year immediately preceding the fiscal year in which the Date of termination, (B) an amount equal to Executive’s annual aggregate bonuses, for any calendar year ending before such terminationTermination occurs, which would have been payable had Executive remained employed until the dateif such bonus would otherwise havehas been paid, (C) a pro rata portioncertified as payable by the Committee but has not been paid before the Date of the Bonus (calculated through the date of termination); and (D) an amount, if any, equal to compensation previously deferred (excluding any qualified plan deferral) and any accrued vacation pay, in each case, in full satisfaction of Executive’s rights thereto. If paymentTermination (the sum of the amounts described in [clauses (A), (B) and (C)])])] shall be referred to herein is not made byas the Company to Executive within such 10 day period, the Company shall pay Executive interest thereon at the rate of 10% per annum.”“Accrued Obligations”); and