The Executive’s employment with the Company shall terminate on the Termination Date. Upon cessation of his employment with the Company for any reason, unless otherwise consented to in writing by the Board, the Executive shall resign immediately from any and all officer, director, manager and other positions he then holds with the Company or its Affiliates. Upon any cessation of his employment with the Company, the Executive shall be entitled only to such compensation and benefits as described in this Section 4. Upon cessation of his employment with the Company for any reason, the Company shall pay to the Executive (i) all accrued and unpaid base salary of the Executive through the date of such cessation of employment at the time such base salary would otherwise be paid according to the Company’s usual payroll practices and (ii) any accrued but unused vacation of the Executive through the date of such cessation of employment in accordance with the Company’s policies.