Effects of Change in Control. 11.1. In the event there is a Change in Control of the Company, and the Executive’s employment is terminated within two (2) years following such Change in Control due to a Without Cause Termination or Termination with Good Reason, the Company will pay the Executive:
Effects of Change in Control. Upon the occurrence of a Change in Control (as defined in Section 3.1.6), Company agrees that, notwithstanding any contrary provisions of the Stock Option Agreements or Company’s Stock Incentive Plan, the vesting schedule of Employee’s stock options granted in the Stock Option Agreements (the “Options”) shall accelerate such that on the date the Change in Control is completed, 100% of any then-unvested shares subject to the Options held by Employee shall immediately vest; provided, however, that if, in connection with the consummation of the transaction resulting in the Change in Control, Employee receives a cash payment with respect to each Option (after they become fully vested) equal to the difference or “spread’’ between (a) the per share amount paid to holders of Company’s common stock in such transaction and (b) the per share exercise price under the applicable Stock Option Agreement, his Options shall be cancelled upon the consummation of the Change in Control in exchange for such cash payment; provided, further, that if in connection with or within the first two years after the Change in Control (as defined in Section 3.1.6), Employee’s employment is terminated pursuant to either of Sections 3.1.6 (by Company without Cause) or 3.1.7 (by Employee for Good Reason), and (a) Employee has executed and delivered to Company, within 60 days after the effective date of that termination, a written release in substantially the same form attached hereto as Exhibit B, and (b) the rescission period specified therein has expired, then, in addition to the payments under Section 3.2.2:
Effects of Change in Control. Immediately upon a Change in Control (as defined below) all of Employee’s unvested options shall vest immediately, and remain exercisable for a period of three (3) years thereafter. Further if Employee is terminated without Good Cause or resigns for Good Reason during the first twelve (12) months following a Change in Control, Employee shall be entitled to receive a lump sum in an amount equal to (i) one and one-half years of salary (at the rate in effect at the time of termination); and (ii) one and one-half times the Employee’s full targeted bonus for that year. In addition to any rights under COBRA, the term for continued fringe benefits under Section 3.6 shall continue for a period of eighteen (18) months from the date of termination, provided that Medical and Dental coverage will terminate sooner if Employee becomes eligible for coverage under another employer’s plan. To be eligible for the compensation provided for in this Section 5.5, Employee must execute a Release. Employer shall have no further obligations to Employee under this Agreement.
Effects of Change in Control. Immediately following a "Change in Control" of the Company (as defined in the Plan), this Option shall become immediately vested and fully exercisable, but in no event may this Option be exercised after 10 years from the date this Option was granted to you.
Effects of Change in Control. Immediately upon a Change in Control, all of Executive’s unvested options will vest immediately, and remain exercisable until the later of the expiration date of the options as specified in the option agreement or three (3) years after the Change of Control.
Effects of Change in Control. Immediately upon a Change in Control (as defined below) all of Chairman’s unvested options shall vest immediately, and remain exercisable for a period of three years thereafter.
Effects of Change in Control. If (i) the Executive terminates his employment hereunder (x) within twelve months following a Change in Control, (y) during the Term of Employment and (z) as a result of any substantial diminution of the Executive's title, duties, or responsibilities or any material reduction in the Executive's aggregate compensation and benefits hereunder following such Change in Control, or (ii) the Executive's employment hereunder is terminated by the Company without Good Cause within one (1) year following the consummation of a Change in Control, then the Executive shall be entitled to receive the Severance Amount, plus continuation of employee benefits for a period of 12 months.
Effects of Change in Control. Immediately upon a Change in Control (as defined below) all of Employee’s unvested options shall vest immediately, and remain exercisable for a period of three (3) years thereafter.
Effects of Change in Control. Immediately upon a Change in Control all of Executive’s unvested options will vest immediately, and remain exercisable for a period of three years thereafter. Further, if Executive is terminated without Good Cause or resigns for Good Reason during the first six months following a Change in Control, Executive will be entitled to receive a lump sum payment in an amount equal to her salary (at the rate in effect at the time of termination) for (x) one year or (y) the remainder of the Initial or renewal term of this Agreement, whichever is less; provided, however, that, in no event will such amount be less than the amount of her salary for six months. In addition, medical and dental benefits under the Company’s plan will continue for a period of one year from the date of termination; provided, however, that coverage will terminate sooner if Executive becomes covered under another employer’s plan. To be eligible for the compensation provided for in this Section, Executive must execute a Release. Company will have no further obligations to Executive under this Agreement.
Effects of Change in Control. Upon the occurrence of a Change in Control (as defined in the Stock Option Agreement), Company agrees that, notwithstanding any contrary provisions of the Stock Option Agreements or Company’s Incentive Award Plan, the vesting schedule of Employee’s stock options granted in the Stock Option Agreements (the “Options”) shall accelerate such that on the date the Change in Control is completed, 100% of any then-unvested shares subject to the Options held by Employee shall immediately vest; provided, however, that if, in connection with the consummation of the transaction resulting in the Change in Control, Employee receives a cash payment with respect to each Option (after they become fully vested) equal to the difference or “spread” between (a) the per share amount paid to holders of Company’s common stock in such transaction and (b) the per share exercise price under the applicable Stock Option Agreement, his Options shall be cancelled upon the consummation of the Change in Control in exchange for such cash payment.
