Common use of Change in Control Bonus Clause in Contracts

Change in Control Bonus. Subject to the provisions below, upon the occurrence of a Change In Control under this Agreement, the Company shall pay Executive in cash a bonus equal to 200% of Executive's annual compensation from the Company and any entity in which the Company directly or indirectly owns a majority of the voting interest for the calendar year immediately preceding the year in which the Change In Control occurs, as reflected on Executive's Form W-2 or 1099 for such period (excluding deductions for 401(k) and medical plan contributions) ("Base Amount"). Notwithstanding the foregoing, in no event may a bonus be paid hereunder unless in connection with a Change in Control, the price of the Company's Common Stock at the time of or in connection with the transaction giving rise to a Change in Control is equal to the lesser of (a) 15% above the closing bid price on Nasdaq (or other exchange as appropriate) of the Company's Common Stock on November 16, 1998 or (b) 15% above the "average market price" of the Company's Common Stock on the date of the approval by the Board of the Change in Control. For purposes hereof, the average market price shall mean the average of the closing bid prices of the Company's Common Stock on Nasdaq (or other exchange as appropriate) for the 30 trading days immediately prior to the date which is 60 days immediately prior to the date of approval by the Board of the Change in Control.

Change in Control Bonus. Subject to the provisions below, upon the occurrence of a Change In Control under this Agreement, the Company shall pay Executive in cash a bonus equal to 200% of Executive's annual compensation from the Company (and any entity in which the Company directly or indirectly owns a majority of the voting interest interest) for the calendar year immediately preceding the year in which the Change In Control occurs, as reflected on Executive's Form forms W-2 or 1099 for such period (excluding deductions for 401(k) and medical plan contributions) (the "Base Amount"). Notwithstanding the foregoing, in no event may a bonus be paid hereunder unless in connection with a Change in Control, the price of the Company's Common Stock at the time of or in connection with the transaction giving rise to a Change in Control is equal to the lesser of (a) 15% above the closing bid price on Nasdaq (or other exchange as appropriate) of the Company's Common Stock on November 16, 1998 or (b) 15% above the "average market price" of the Company's Common Stock on the date of the approval by the Board of the Change in Control. For purposes hereofhere of, the average market price shall mean the average of the closing bid prices of the Company's Common Stock on Nasdaq (or other exchange as appropriate) for the 30 trading days immediately prior to the date which is 60 days immediately prior to the date of approval by the Board of the Change in Control.

Change in Control Bonus. Subject to the provisions below, upon the occurrence of a Change In Control under this Agreement, the Company shall pay Executive in cash a bonus equal to 200% of Executive's annual compensation from the Company (and any entity in which the Company directly or indirectly owns a majority of the voting interest interest) for the calendar year immediately preceding the year in which the Change In Control occurs, as reflected on Executive's Form W-2 or 1099 for such period (excluding deductions for 401(k) and medical plan contributions) ("Base Amount"). Notwithstanding the foregoing, in no event may a bonus be paid hereunder unless in connection with a Change in Control, the price of the Company's Common Stock at the time of or in connection with the transaction giving rise to a Change in Control is equal to the lesser of (a) 15% above the closing bid price on Nasdaq (or other exchange as appropriate) of the Company's Common Stock on November 16, 1998 or (b) 15% above the "average market price" of the Company's Common Stock on the date of the approval by the Board of the Change in Control. For purposes hereof, the average market price shall mean the average of the closing bid prices of the Company's Common Stock on Nasdaq (or other exchange as appropriate) for the 30 trading days immediately prior to the date which is 60 days immediately prior to the date of approval by the Board of the Change in Control.

Change in Control Bonus. Subject to the provisions below, upon the occurrence of a Change In Control under this Agreement, the Company shall pay Executive in cash a bonus equal to 200% of Executive's annual compensation from the Company (and any entity in which the Company directly or indirectly owns a majority of the voting interest interest) for the calendar year immediately preceding the year in which the Change In Control occurs, as reflected on Executive's Form forms W-2 or 1099 for such period (excluding deductions for 401(k) and medical plan contributions) (the "Base Amount"). Notwithstanding the foregoing, in no event may a bonus be paid hereunder unless in connection with a Change in Control, the price of the Company's Common Stock at the time of or in connection with the transaction giving rise to a Change in Control is equal to the lesser of (a) 15% above the closing bid price on Nasdaq (or other exchange as appropriate) of the Company's Common Stock on November 16, 1998 or (b) 15% above the "average market price" of the Company's Common Stock on the date of the approval by the Board of the Change in Control. For purposes hereof, the average market price shall mean the average of the closing bid prices of the Company's Common Stock on Nasdaq (or other exchange as appropriate) for the 30 trading days immediately prior to the date which is 60 days immediately prior to the date of approval by the Board of the Change in Control.