Common use of Termination of Employment Upon Change in Control Clause in Contracts

Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 Stock Incentive Plan or any successor plan) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a “CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.2. Any employment terminations for “cause” pursuant to Sections 4.1.1(b) or 4.1.1(f) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 4 contracts

Samples: Employment Agreement (Time Warner Cable Inc.), Employment Agreement (Time Warner Cable Inc.), Employment Agreement (Time Warner Cable Inc.)

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Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof following (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 2006 Stock Incentive Plan or any successor planplan “the Stock Plan”) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.2; provided that, for purposes of Section 7.2(b) your Severance Period shall be 24 months. Any employment terminations for “cause” pursuant to Sections 4.1.1(b4.1.1 (b) or 4.1.1(f4.1.1 (f) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 1 contract

Samples: Employment Agreement (Time Warner Cable Inc.)

Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 Stock Incentive Plan or any successor plan) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a “CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, before the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the pro rata bonus (if any) provided for in Section 4.2.1 and the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.27.3. Any employment terminations for “cause” pursuant to Sections 4.1.1(b) or 4.1.1(f4.1.1(g) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 1 contract

Samples: Employment Agreement (Time Warner Cable Inc.)

Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 2006 Stock Incentive Plan or any successor plan) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a “CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.2; provided that for purposes of Section 7.2(b) your Severance Period shall be 24 months. Any employment terminations for “cause” pursuant to Sections 4.1.1(b) or 4.1.1(f) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 1 contract

Samples: Employment Agreement (Time Warner Cable Inc.)

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Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 Stock Incentive Plan or any successor plan) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a “CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.2. Any employment terminations for “cause” pursuant to Sections 4.1.1(b4.1.1 (b) or 4.1.1(f4.1.1 (f) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 1 contract

Samples: Employment Agreement (Time Warner Cable Inc.)

Termination of Employment Upon Change in Control. Notwithstanding the foregoing, if your employment is terminated pursuant to Section 4.2 hereof following (a) within 24 months following a Change In Control (as defined in the Time Warner Cable 2011 2006 Stock Incentive Plan or any successor planplan “the Stock Plan”) or (b) following the Company’s execution of an applicable merger, acquisition, sale or other agreement providing for a Change In Control (a CIC Agreement”) but before the date that is 24 months after a Change In Control (or, if earlier, the expiration or termination of the CIC Agreement without a Change In Control), you shall (i) receive the severance benefits provided in Section 4.2.2, provided that, for purposes of this sub-clause (i) and sub-clause (ii) of this Section only, your Severance Period under such circumstances shall be 36 months rather than 24 months, and (ii) receive the post-termination benefits provided in Section 7.2; provided that for purposes of Section 7.2(b) your Severance Period shall be 24 months. Any employment terminations for “cause” pursuant to Sections 4.1.1(b4.1.1 (b) or 4.1.1(f4.1.1 (f) above within 24 months following a Change In Control shall be deemed terminations without cause for purposes of severance benefits (as provided in sub-clauses (i) and (ii) above) and treatment of the Company’s (or any successor’s) outstanding equity awards or other Long-term Incentive Awards that are outstanding as of the employment termination date.

Appears in 1 contract

Samples: Employment Agreement (Time Warner Cable Inc.)

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