Common use of CIC Qualifying Termination Clause in Contracts

CIC Qualifying Termination. If the Executive’s employment is terminated as a result of a CIC Qualifying Termination: (i) the Executive shall be entitled to all benefits in Section 4(b) above (Termination without Cause); provided, that: (A) the Severance Payments described in Section 4(b)(ii) shall instead be paid beginning on the Date of Termination and ending on the earlier to occur of (A) the eighteen (18) month anniversary of the Date of Termination and (B) the first date that the Executive violates any covenant contained herein or in the Release (as hereafter defined), after receipt of written notice thereof and expiration of a 10 business day cure period; and (B) the Pro-Rata Bonus described in Section 4(b)(iii) shall instead be based on actual performance measured through the Termination Date, and paid out on or around the later of the first pay period following the Company’s determination of such performance and the Payment Date; (ii) all unvested time-based restricted stock units shall accelerate and vest; and (iii) the Company shall pay the Executive an amount equal to 150% of the greater of target or actual performance of his or her full Annual Bonus for the year during which the Date of Termination occurred, such performance to be measured through the Termination Date, to be paid out on or around the later of the first pay period following the Company’s determination of such performance and the Payment Date. For the avoidance of doubt, there shall be no duplication of benefits as between Section 4(b) and Section 4(c).