Occurrence of a Change in Control. In the event of a Change of Control (provided that after such Change of Control, the Executive’s employment is terminated (x) by the Company without Cause or (y) by the Executive for Good Reason), the Company shall pay to the Executive as severance compensation two times the Executive’s Base Salary as then in effect plus two times the Executive’s bonus paid for the Company’s last calendar year. The severance compensation shall be paid in a lump sum by the end of the following month following a qualifying event. “Change of Control” shall mean that after the date hereof, (i) any person or group of affiliated or associated persons acquires a majority or more of the voting power of the Company; (ii) the consummation of a sale of all or substantially all of the assets of the Company; (iii) the dissolution of the Company or (iv) the consummation of any merger, consolidation, or reorganization involving the Company in which, immediately after giving effect to such merger, consolidation or reorganization, less than majority of the total voting power of outstanding stock of the surviving or resulting entity is then “beneficially owned” (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) in the aggregate by the stockholders of the Company immediately prior to such merger, consolidation or reorganization.
Occurrence of a Change in Control. In the event of a Change of Control (provided that after such Change of Control, the Executive’s compensation is decreased, his duties are diminished or he is asked to relocate more than 25 miles from his then current place of employment), the Company shall pay to the Executive as severance compensation two times the Executive’s Base Salary as then in effect plus two times the Executive’s bonus paid for the Company’s last calendar year. The severance compensation shall be paid in a lump sum within ten (10) days following a qualifying event. “Change of Control” shall mean that after the date hereof, (i) any person or group of affiliated or associated persons acquires a majority or more of the voting power of the Company; (ii) the consummation of a sale of all or substantially all of the assets of the Company; (iii) the dissolution of the Company or (iv) the consummation of any merger, consolidation, or reorganization involving the Company in which, immediately after giving effect to such merger, consolidation or reorganization, less than majority of the total voting power of outstanding stock of the surviving or resulting entity is then “beneficially owned” (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) in the aggregate by the stockholders of the Company immediately prior to such merger, consolidation or reorganization.
Occurrence of a Change in Control. If there is a Change in Control (as defined in § II) during the term of Agreement, and any of the following events occur, in addition to any monies already owed under other operative agreements, if applicable, the Company will pay Executive one (1) year of Base Salary, the pro-rata portion of Executive’s Bonus accrued up to the date of separation from the Company, and all unvested options to purchase shares will automatically vest, if:
Occurrence of a Change in Control. Upon the Occurrence of a Change in Control:
Occurrence of a Change in Control. In the event of a Change in Control, your SAR shall fully vest and become fully exercisable, subject to the limitations of Section 3 hereof, as to the Shares then subject to the SAR. This shall occur immediately prior to the effective date of the transaction giving rise to the Change in Control.
Occurrence of a Change in Control. Unless otherwise determined by the Board or as otherwise provided by an employment agreement between you and the Company, the vesting of the Restricted Stock shall not be accelerated as a result of a Change in Control.
Occurrence of a Change in Control. Upon the occurrence of a Change in Control, the manner in which vesting restrictions will lapse, if at all, shall be subject to the terms and conditions of Section 12(c) of the Plan. 9.
Occurrence of a Change in Control. Unless otherwise determined by the Board or as otherwise provided by an employment agreement between you and the Company, the vesting of the Options shall not be accelerated as a result of a Change in Control.
Occurrence of a Change in Control. If there is a Change in Control (as defined below) during the initial term of Agreement, and any of the following events occur, in addition to any monies already owed under this Agreement, the Company will pay Executive one (1) year of Base Salary and all unvested performance units will automatically vest:
Occurrence of a Change in Control. In the event of a Change in Control, your RSA shall fully vest and all restrictions under the Plan and the Award Agreement with respect to the RSA shall automatically expire and shall be of no further force or effect. This shall occur immediately prior to the effective date of the transaction giving rise to the Change in Control.
