Common use of Prior Termination Clause in Contracts

Prior Termination. Anything in this Agreement to the contrary notwithstanding, if the Employee's employment with the Company is terminated prior to the date on which a Change of Control occurs either (i) by the Company other than for Cause or (ii) by the Employee for Good Reason, and it is reasonably demonstrated by Employee that such termination of employment (a) was at the request of a third party who has taken steps reasonably calculated to effect the Change of Control, or (b) otherwise arose in connection with or anticipation of the Change of Control, then for all purposes of this Agreement the termination shall be deemed to have occurred upon a Change of Control and the Employee will be entitled to Salary and Benefits Continuation as provided for in Section 3 hereof.

Prior Termination. Anything in this Agreement to the contrary notwithstanding, if the Employee's ’s employment with the Company is terminated prior to the date on which a Change of Control occurs either (i) by the Company other than for Cause or (ii) by the Employee for Good Reason, and it is reasonably demonstrated by Employee that such termination of employment (a) was at the request of a third party who has taken steps reasonably calculated to effect the Change of Control, or (b) otherwise arose in connection with or anticipation of the Change of Control, then for all purposes of this Agreement the termination shall be deemed to have occurred upon a Change of Control and the Employee will be entitled to Salary and Benefits Continuation as provided for in Section 3 hereof.

Prior Termination. Anything in this Agreement to the contrary notwithstanding, if the EmployeeExecutive's employment with the Company is terminated prior to the date on which a Change of in Control occurs either (ia) by the Company other than for Cause or (iib) by the Employee Executive for Good Reasonany one of the reasons set forth in Section 3 hereof, and it is reasonably demonstrated by Employee that such termination of employment (ai) was at the request of a third party who has taken steps reasonably calculated to effect the Change of Control, in Control or (bii) otherwise arose in connection with or anticipation of the Change of in Control, then for all purposes of this Agreement the termination shall be deemed to have occurred upon a Change of in Control and the Employee Executive will be entitled to Salary the compensation and Benefits Continuation as benefits provided for in Section 3 5 hereof.