Subject to the terms hereof, if (i) the Company terminates Employee’s employment for any reason other than for Cause (as hereinafter defined), death or “permanent physical disability” (as hereinafter defined) or (ii) Employee resigns for Good Reason (as hereinafter defined), Employee shall be entitled to severance pay equal to the Severance Benefit as defined in Section 3.  The Severance Benefit shall be payable in a single lump sum on the 60 th day following Employee’s date of termination; provided, however, Employee has executed a release as described below in Section 25, and all applicable review and revocation periods have expired by that date.  Subject to the terms hereof, including Section 10, if Employee terminates or resigns from employment for other than Good Reason, or is discharged for Cause, dies or terminates on account of a permanent physical disability, Employee shall be entitled only to the compensation earned by him as of the date of his termination and not to any portion of the Severance Benefit.