Common use of Benefits Upon a Change of Control Clause in Contracts

Benefits Upon a Change of Control. The provisions of this Section 2 set forth certain terms of an agreement reached between the Executive and the Company regarding the Executive's rights and obligations upon the occurrence of a Change of Control of the Company. These provisions are intended to assure and encourage in advance the Executive's continued attention and dedication to his assigned duties and his objectivity during the pendency and after the occurrence of any such event. Upon a termination of the Executive's employment within twenty-four (24) months after a Change of Control, the provisions of this Section 2 shall apply in lieu of, and expressly supersede, any provisions set forth in the Employee Agreement regarding (x) severance pay upon a termination of employment, and/or (y) noncompetition and/or nonsolicitation obligations upon a termination of employment. The parties hereto agree that the Employee Agreement shall be deemed to have been amended to the extent necessary to implement the foregoing.