BENEFITS CONTINGENT SOLELY UPON A CHANGE IN CONTROL. Upon the occurrence of a Change in Control while the Executive is employed by the Company (and without regard to whether a Qualifying Termination subsequently occurs), for all purposes under the Company's long-term incentive plans (a) the Executive shall be fully and immediately vested in all of his outstanding awards under such plans, (b) the Executive shall be deemed to have terminated employment with the Company by reason of retirement at the time of his termination of employment with the Company regardless of the reason therefore, and (iii) the committee or committees administering such plans shall be deemed to have consented to such retirement. The Company hereby represents and warrants to the Executive that on or before the Effective Date the Company has obtained the necessary consents of the committee or committees administering the Company's long-term incentive plans to the provisions of Section 3.3(f) and this Section 3.5.
Appears in 5 contracts
Samples: Executive Change in Control Severance Agreement (Mitchell Energy & Development Corp), Executive Change in Control Severance Agreement (Mitchell Energy & Development Corp), Executive Change in Control Severance Agreement (Mitchell Energy & Development Corp)
