Change in Control Has Occurred Sample Clauses

Change in Control Has Occurred. If Executive’s termination pursuant to this Section 3.4 occurs within twenty-four (24) months following a Change in Control or if Executive is terminated pursuant to this Section 3.4 and a Change in Control occurs within ninety (90) days following Executive’s termination:
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Change in Control Has Occurred. Notwithstanding anything herein to the contrary, upon the occurrence of a Change in Control all unvested restricted shares of Company stock and stock options held by Employee that are subject to performance-based vesting provisions shall hereby be amended to eliminate such performance-based vesting provisions and substitute time-based vesting provisions on the basis that such unvested shares and/or options shall vest ratably over the period commencing on the date of the Change in Control and ending on the last day of the measuring period to be used for determining whether the performance criteria would have been satisfied. If Employee’s termination pursuant to this Section 3.4 occurs within twenty-four (24) months following a Change in Control or if Employee is terminated pursuant to this Section 3.4 and a Change in Control occurs within ninety (90) days following Employee’s termination:
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Change in Control Has Occurred. Shares shall be distributed as soon as practicable, but no later than 60 days, following (i) the date Grantee’s Employment ends (due to death or Disability) or (ii) the third anniversary of the Date of Grant if the Change in Control does not constitute a “change in control event” within the meaning of the Treasury Regulations promulgated under Section 409A, unless the accelerated vesting would subject the award to an excise tax under Section 280G of the Code in which case the portion of the Award that vests will be reduced to the extent such reduction results in a greater net after tax benefit to the Grantee.
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Related to Change in Control Has Occurred

  • No Change in Control Guarantor shall not permit the occurrence of any direct or indirect Change in Control of Tenant or Guarantor.

  • Change in Control For purposes of this Agreement, a "Change in Control" shall mean any of the following events:

  • Change in Control Period “Change in Control Period” means the period of time beginning three (3) months prior to and ending twelve (12) months following a Change in Control.

  • Prior to a Change in Control If the Final Measurement Date occurs prior to a Change in Control, the Award will be settled in shares of Tyson Class A common stock no later than sixty (60) days after the Final Measurement Date; provided, however, that if the 60-day period for execution and non-revocation of a Release pursuant to Section 3.3 above will span two (2) calendar years, then the settlement of the Award will occur as soon as practicable after, but no earlier than, the first (1st) day of the second (2nd) calendar year.

  • Involuntary Termination in Connection with a Change in Control Notwithstanding anything contained herein, in the event of an Involuntary Termination prior to a Change in Control, if the Involuntary Termination (1) was at the request of a third party who has taken steps reasonably calculated to effect such Change in Control or (2) otherwise arose in connection with or in anticipation of such Change in Control, then the Executive shall, in lieu of the payments described in Section 4 hereof, be entitled to the Post-Change in Control Severance Payment and the additional benefits described in this Section 5 as if such Involuntary Termination had occurred within two (2) years following the Change in Control. The amounts specified in Section 5 that are to be paid under this Section 5(h) shall be reduced by any amount previously paid under Section 4. The amounts to be paid under this Section 5(h) shall be paid within sixty (60) days after the Change in Control Date of such Change in Control.

  • Termination Upon a Change in Control If Executive’s employment is subject to a Termination within a Covered Period, then, in addition to Minimum Benefits, the Company shall provide Executive the following benefits:

  • Change in Control Termination For purposes of this Agreement, a “Change in Control Termination” means that while this Agreement is in effect:

  • Termination Following a Change in Control (a) In the event of the occurrence of a Change in Control, the Executive's employment may be terminated by the Company or a Subsidiary during the Severance Period and the Executive shall be entitled to the benefits provided by Section 4 unless such termination is the result of the occurrence of one or more of the following events:

  • Termination After a Change in Control You will receive Severance Benefits under this Agreement if, during the Term of this Agreement and after a Change in Control has occurred, your employment is terminated by the Company without Cause (other than on account of your Disability or death) or you resign for Good Reason.

  • Termination Upon Change in Control (1) For the purposes of this Agreement, a “Change in Control” shall mean any of the following events that occurs following the Effective Date:

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