Change of Control Benefit definition

Change of Control Benefit means the benefit described in Section 2.4.

Change of Control Benefit means any payment, benefit or transfer of property in the nature of compensation paid to or for the benefit of Executive under any arrangement which is considered contingent on a Change of Control for purposes of Code Section 280G, including, without limitation, any and all of the Corporation’s salary, bonus, incentive, restricted stock, stock option, equity-based compensation or benefit plans, programs or other arrangements, and shall include benefits payable under this Agreement.

Change of Control Benefit means the benefit set forth in Section 5.4.

Examples of Change of Control Benefit in a sentence

• In 2006, we adopted the Executive Change of Control Benefit Plan and, in 2007, we adopted a Severance Benefit Plan.

• Pursuant to the terms of the 2006 Change of Control Benefit Plan, Omnicell’s executive officers receive severance pay equivalent to 12 months’ salary at such officer’s base rate of pay in effect immediately prior to such termination.

• Pursuant to the terms of the 2006 Change of Control Benefit Plan, Omnicell’s executive officers receive full acceleration of any outstanding unvested stock options granted to such executive officer.

• The terms of the 2006 Executive Change of Control Benefit Plan and the 2007 Severance Benefit Plan are described in more detail below in the sections entitled ‘‘Severance and Change of Control Arrangements’’ and ‘‘Potential Payments Upon Termination or Change of Control.’’Other Benefits.

• Pursuant to the terms of the 2006 Change of Control Benefit Plan, Omnicell’s executive officers receive full acceleration of any outstanding unvested Award (as defined in the Company’s 2009 Equity Incentive Plan) granted to such executive officer that remain subject solely to time-based vesting immediately prior to such Acquisition.

More Definitions of Change of Control Benefit

Change of Control Benefit shall have the meaning set forth in Section 4.2 hereof.

Change of Control Benefit is defined as follows: Company Acceleration Plan applies with respect to 50% of unvested stock options vesting immediately upon a Change of Control, and the remaining unvested stock options vest in 12 equal monthly installments following the Change of Control; provided that all unvested stock options shall immediately vest upon an Involuntary Termination following the Change of Control.

Change of Control Benefit means the: Company Acceleration Plan.

Change of Control Benefit means the benefit provided to the Executive under Section 2.4 of this Agreement, and as set forth in Schedule A of this Agreement, pursuant to the terms of this Agreement. The amount of the Change of Control Benefit, as determined under Section 2.4 and as set forth in Schedule A, is an annual amount equal to the projected annual benefit to be paid to the Executive at the Executive’s Normal Retirement Age, as set forth in Section 2.1.1, which annual amount shall be paid to the Executive in equal monthly payments for each of the fifteen (15) consecutive twelve (12) month periods next following the Executive’s Normal Retirement Age.

Change of Control Benefit means the benefit set forth in Section 4.5.

Change of Control Benefit means the Company Acceleration Plan applies with respect to 50% of unvested equity awards vesting immediately upon a Change of Control, and the remaining unvested equity awards vesting in twelve (12) equal monthly installments following the Change of Control; provided that all unvested equity awards shall immediately vest upon an Involuntary Termination within twelve (12) months following a Change of Control.

Change of Control Benefit means, with respect to a Change of Control, a lump sum cash payment in an amount equal to the annual base salary being paid to the Executive by all members of the Controlled Group immediately prior to his termination of employment with all members of the Controlled Group; provided, however, that if the Executive was receiving an annual base salary at any time during the two year period immediately prior to such date of termination that was higher than such annual base salary, such higher annual base salary shall be used to determine the Executive’s Change of Control Benefit.