Benefits Upon a Change in Control. (a) If a Change in Control (as defined in this Agreement) occurs during the Employment Period, and an Involuntary Termination of Executive’s employment occurs either in contemplation of such Change in Control1 or within twelve (12) months following a Change in Control2, then:
Benefits Upon a Change in Control. Subject to the provisions of Section 4.9, if a Change in Control occurs during the Employment Period and within two (2) years after the Change in Control Date (a) the Company terminates the Executive’s employment without Cause, or (b) the Executive terminates employment with the Company for Good Reason, then the Executive shall become entitled to the payment of the benefits as provided below:
Benefits Upon a Change in Control. The Executive's rights upon a termination of employment that occurs following a Change in Control shall be as specified in Section 5 generally for termination of employment, except (i) the amount payable under 5(a)(i)(B) shall be three times the sum of (x) the Executive's Annual Base Salary and (y) the Target Bonus; (ii) the benefits under Section 5(a)(iv) shall be provided for three years after the Date of Termination and the Executive's eligibility (but not the time of commencement of such benefits) for retiree benefits pursuant to such plans, practices, programs and policies shall be determined as if the Executive had remained employed until three years after the Date of Termination and to have retired on the last day of such period; (iii) the Option Award shall have vested in accordance with Section 3(d)(i); and (iv) the Executive shall be paid within 15 days after the Date of Termination, an amount equal to the excess of
Benefits Upon a Change in Control. The Executive shall be entitled to the following benefits upon a Change in Control during the term of this Agreement:
Benefits Upon a Change in Control. (a) The Company shall provide Executive with the benefits set forth in Section 2(c) hereof upon any termination of Executive's employment by the Company and the Savings Bank during that two (2) year period following a Change in Control (as defined below) which occurs during the term of this Agreement for any reason except the following:
Benefits Upon a Change in Control. If (i) during the term of this Agreement and while Executive remains an employee of the Companies, the Companies shall be subject to a Change in Control and (ii) within one (1) year following such Change in Control the Companies terminate the employment of Executive involuntarily and without Cause, then in such case Executive shall be entitled to receive the following: (A) Executive's unpaid Base Salary accrued through the Date of Termination, plus (B) the maximum Bonus available to the Employee under SECTION 4(B) for the year in which the termination occurs, pro-rated through the Date of Termination, plus (C) Base Salary payable under SECTION 4(A) for a full one (1) year period commencing on the Date of Termination, such Base Salary to be paid to the Employee in accordance with the Companies’ normal payroll practices over the course of such additional one year period, plus (D) the maximum Bonus available to the Employee under SECTION 4(B) for the one (1) year period commencing on the Date of Termination, such Bonus to be paid to the Employee in accordance with the Companies’ normal payroll practices over the course of such additional one year period, and (E) to the extent required by COBRA only, continuation of group health benefits pursuant to the Companies’ standard programs or in effect at the Date of Termination, for a period of not less than 18 months (or such longer period as may be required by COBRA), provided that Executive makes the necessary conversion. If during the term of this Agreement and while Executive remains an employee of the Companies, the Companies shall be subject to a Change in Control, then in such case Executive shall be entitled to vesting of all of the Executive's unvested Options and other options, warrants and rights relating to capital stock of the Companies which shall immediately become exercisable and the term of any such options (including the Options), warrants and rights shall be extended to the fifth anniversary of the date of such Change in Control.
Benefits Upon a Change in Control. If (i) during the term of this Agreement and while Executive remains an employee of the Company, the Company shall be subject to the consummation of a Change in Control and (ii) within one (1) year following such Change in Control the Company terminates the employment of Executive involuntarily and without Business Reasons or a Constructive Termination occurs, then in such case Executive shall be entitled to receive the following: (A) Executive's base salary and vacation accrued through the Termination Date, (B) vesting of all outstanding stock options and other equity arrangements subject to vesting and held by Executive through the Termination Date that had vested as of the Termination Date, plus acceleration of an additional twelve (12) months of vesting of such options and other equity arrangements, (C) base salary continuance, excluding any rights to a bonus and any payment rights other than base salary, for six months after the Termination Date, and (D) to the extent required by COBRA only, continuation of group health benefits pursuant to the Company's standard programs in effect at the Termination Date, for a period of not less than 18 months (or such longer period as may be required by COBRA), provided that Executive makes the necessary conversion and payments."
Benefits Upon a Change in Control. In the event of a Change in Control of the Company, the vesting and/or exercisability of twenty-five percent (25%) of the outstanding unvested equity awards then held by Executive (the “Equity Awards”) shall be accelerated as of immediately prior to the effective date of the Change of Control transaction. Further, in the event that the Equity Awards are not assumed or substituted and would otherwise terminate prior to and in connection with the Change in Control, the vesting and/or exercisability of an additional fifty percent (50%) of the Equity Awards shall be accelerated as of immediately prior to the effective date of the Change of Control transaction.
Benefits Upon a Change in Control. In the event of a Change in Control while Executive is employed by the Company, Executive shall receive the following benefits:
Benefits Upon a Change in Control. The Executive's rights upon a termination of employment that occurs following a Change in Control shall be as specified in Section 5 generally for termination of employment. In addition, notwithstanding anything else in this Agreement, a termination by the Executive for any reason during the 30-day period immediately following the first anniversary of the occurrence of the Change in Control shall be deemed to be a termination for Good Reason for all purposes of this Agreement.
