Common use of Change in Control Severance Compensation Clause in Contracts

Change in Control Severance Compensation. Within two years following a Change in Control (as defined below), in the event of (i) a material and adverse change in the status or position of Employee as an executive officer of the Company including, without limitation, a material diminution in duties or responsibilities, except in connection with the incapacity of Employee, (ii) the transfer or relocation by the Company of the office of Employee which would require Employee to be based more than 50 miles distant from the location of his office immediately prior to such transfer or relocation, or (iii) the discontinuance of any bonus or incentive compensation plan for which the Company or TGI has determined Employee to be eligible and which represents a material portion of the Employee's annual compensation, Employee shall be entitled to terminate this Agreement and his employment hereunder and receive from the Company a payment equal to 200% the total annual salary paid to Employee by the Company and/or TGI during the two calendar years prior to the year of termination (the "Change in Control Compensation"). At the option of the Company, the Change in Control Compensation shall be payable either in a lump sum cash payment or in twenty-four (24) monthly installments commencing on the first day of the month following termination of this Agreement. If for any reason any court determines that any of the restrictions contained in Section 8 hereof are not enforceable, the Company shall have no obligation to pay the Change in Control Compensation or any remaining installment thereof to Employee.

Change in Control Severance Compensation. Within two years following a Change in Control (as defined below), in the event of (i) a material and adverse change in the status or position of Employee as an executive officer of the Company including, without limitation, a material diminution in duties or responsibilities, except in connection with the incapacity of Employee, (ii) the transfer or relocation by the Company of the office of Employee which would require Employee to be based more than 50 fifty (50) miles distant from the location of his office immediately prior to such transfer or relocation, or (iii) the discontinuance of any bonus or incentive compensation plan for which the Company or TGI has determined Employee to be eligible and which represents a material portion of the Employee's ’s annual compensation, Employee shall be entitled to terminate this Agreement and his employment hereunder and receive from the Company a payment equal to 200% the total annual salary paid to Employee by the Company and/or TGI during the two (2) calendar years prior to the year of termination (the "“Change in Control Compensation"”). At the option of the Company, the Change in Control Compensation shall be payable either in a lump sum cash payment or in twenty-four (24) monthly installments commencing on the first day of the month following termination of this Agreement. If for any reason any court determines that any of the restrictions contained in Section 8 hereof are not enforceable, the Company shall have no obligation to pay the Change in Control Compensation or any remaining installment thereof to Employee.

Change in Control Severance Compensation. Within If within two (2) years following a Change in Control (as defined below), in the event of (i) a material and adverse change in the status or position of Employee as an executive officer of the Company including, without limitation, a material diminution in duties or responsibilities, except in connection with the incapacity of Employee, (ii) the transfer or relocation by the Company of the office of Employee which would require Employee to be based more than 50 miles distant from the location of his office immediately prior to such transfer or relocation, or (iii) the discontinuance of any bonus or incentive compensation plan for which the Company or TGI has determined Employee to be eligible and which represents a material portion of the Employee's annual compensation, then Employee shall be entitled to terminate this Agreement and his employment hereunder and receive from the Company a payment equal to 200% the total annual salary paid to Employee by amount of the Company and/or TGI during the two calendar years prior to the year Severance Payment specified in Section 7(c)(ii) of termination this Agreement (the "Change in Control Compensation"). At Subject to Section 13(c) hereof, at the option of the Company, the Change in Control Compensation shall be payable either in a lump sum cash payment or in twenty-four (24) monthly installments commencing on the first day of the month following termination of this Agreement. If for any reason any court determines that any of the restrictions contained in Section 8 hereof are not enforceable, the Company shall have no obligation to pay the Change in Control Compensation or any remaining installment thereof to Employee.

Change in Control Severance Compensation. Within two years following a Change in Control (as defined below), in the event of (i) a material and adverse change in the status or position of Employee as an executive officer of the Company including, without limitation, a material diminution in duties or responsibilities, except in connection with the incapacity of Employee, (ii) the transfer or relocation by the Company of the office of Employee which would require Employee to be based more than 50 fifty (50) miles distant from the location of his office immediately prior to such transfer or relocation, or (iii) the discontinuance of any bonus or incentive compensation plan for which the Company or TGI has determined Employee to be eligible and which represents a material portion of the Employee's ’s annual compensation, Employee shall be entitled to terminate this Agreement and his employment hereunder and receive from the Company a payment equal to 200% of the total annual salary paid to Employee by the Company and/or TGI during the two (2) calendar years prior to the year of termination (the "“Change in of Control Compensation"”). At the option of the Company, the Change in Control Compensation shall be payable either in a lump sum cash payment or in twenty-four (24) monthly installments commencing on the first day of the month following termination of this Agreement. If for any reason any court determines that any of the restrictions contained in Section 8 hereof are not enforceable, the Company shall have no obligation to pay the Change in Control Compensation or any remaining installment thereof to Employee.”