Voluntary Resignation. If the Executive voluntarily resigns as an employee of the Companies and thereby voluntarily terminates his employment under this agreement and if none of [subparagraphs (a) through (f)] of this Paragraph 10 is applicable to such termination, then the Executive will be entitled to receive only the following compensation, benefits, and other payments from the Companies:

Cause; Voluntary Resignation. If the Executive’s employment is terminated by the Company for Cause during the Employment Period, or the Executive voluntarily resigns his employment without Good Reason, this Agreement shall terminate without further obligations to the Executive; provided, however, that the Executive shall nonetheless be subject to the covenants set forth in Section 13 herein.

Cause; Voluntary Resignation. If the Executive’s employment is terminated by the Company for Cause during the Employment Period, or the Executive voluntarily resigns his employment without Good Reason, this Agreement shall terminate without further obligations to the Executive; provided, however, that the Executive shall nonetheless be subject to the covenants set forth in Section 13 herein.

Subject to the provisions of Section 5.2(b), Section 5.4 and Section 9 below, if, during the Transition Period, the Employee’s employment hereunder is terminated # by reason of a Voluntary Resignation, or # by reason of a Reemployment Termination which does not involve the Employee engaging in Competitive Activities:

Voluntary Resignation Without Good Reason. If Executive voluntarily resigns during the Agreement Term without Good Reason or if either party gives notice to the other party that it does not intend to renew the Agreement for a Renewal Period, then Executive shall be entitled to: # Base Salary earned but unpaid as of the date of Executive’s termination; and # any other payments and/or benefits which Executive is entitled to receive under any of the Benefit Plans.

Voluntary Resignation; Termination for Cause. If the Employee’s employment with the Company terminates other than as a result of an Involuntary Termination or Resignation For Good Reason, then the Employee will not be entitled to receive severance change in control benefits as defined in this Section 2 or other severance or benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

Voluntary Resignation; Termination for Cause. If Executive’s employment with the Company and its subsidiaries terminates in a voluntary resignation (other than for Good Reason) or if Executive’s employment is terminated for Cause or due to Executive’s death or Disability, then Executive shall not be entitled to receive severance or other benefits except as otherwise provided by applicable law or those (if any) as may be available under the Company’s severance and benefit plans and policies in effect at the time of such termination.

Voluntary Resignation; Termination for Cause. If Executive’s employment with the Company or its Affiliates terminates # voluntarily by Executive (other than for Good Reason) or # for Cause by the Company, then Executive will not be entitled to receive severance or other benefits except for those (if any) as may then be established under the Company’s then existing severance and benefits plans and practices or pursuant to other written agreements with the Company.

Voluntary Resignation Without Good Reason. The Executive may voluntarily terminate employment without Good Reason upon 30 days’ advance written notice to the Company. If the Executive provides notice of termination of employment without Good Reason, the Company may, in its discretion, terminate the Executive’s employment at any time during the 30-day notice period, provided that the Company continues to pay the Executive the Base Salary for the remainder of the notice period. In such event, after the effective date of such termination, no payments shall be due under this Agreement, except that the Executive shall be entitled to any Accrued Obligations.

Voluntary Resignation Without Good Reason. Executive may terminate his/her employment for any reason by giving the Company 30 days’ prior written notice of a voluntary resignation date (“Resignation Date”). Upon receiving Executive’s notice of intent to resign, the Company may require that Executive cease performing services for the Company at any time before the Resignation Date, so long as the Company continues Executive’s Base Salary under Section 2.1 and employee benefits under Section 2.4 through the Resignation Date. Except as otherwise provided under law or the terms of any employee benefit plans in which Executive participates, Executive shall not be entitled to receive any compensation or benefits from the Company after the Resignation Date if he/she voluntarily terminates employment hereunder without Good Reason.