Common use of Change of Control Transaction Clause in Contracts

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary at a rate equal to the greater of Executive’s annual salary in effect immediately prior to the termination, or Executive’s then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 3 months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 1 months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 12 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-then unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 3 months of the Executive’s base salary at a rate equal to the greater of Executive’s his annual salary in effect immediately immediate1y prior to the termination, or Executive’s his then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three one (31) months month of the Executive’s base salary at a rate equal to the greater of Executive’s his or her annual salary in effect immediately prior to the termination, or Executive’s his or her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s target his or her annual bonus for the fiscal year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three one (31) months month following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately prior to the termination, or Executive’s his/her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 3 months of the Executive’s base salary at a rate equal to the greater of Executive’s her annual salary in effect immediately immediate1y prior to the termination, or Executive’s her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 12 months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately prior to the termination, or Executive’s his/her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 12 months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary at a rate equal to the greater of Executive’s his or her annual salary in effect immediately prior to the termination, or Executive’s his or her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s target his or her annual bonus for the fiscal year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to [three (3) months months] of the Executive’s base salary at a rate equal to the greater of Executive’s his annual salary in effect immediately prior to the termination, or Executive’s his then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for [three (3) months months] following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 1 months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 12 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 3 months of the Executive’s base salary at a rate equal to the greater of Executive’s her/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s her/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s her/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following fo1lowing the termination; and (4) immediate vesting of [100% %] of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) twelve months of the Executive’s base salary at a rate equal to the greater of Executive’s her annual salary in effect immediately immediate1y prior to the termination, or Executive’s her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary compensation at a rate equal to the greater of Executive’s annual salary in effect immediately prior to the termination, or Executive’s then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) 1 months of the Executive’s base salary at a rate equal to the greater of Executive’s her annual salary in effect immediately immediate1y prior to the termination, or Executive’s her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 12 months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive Officer shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) one months of the ExecutiveExecutive Officer’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 12 months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1I) a lump sum cash payment equal to three (3) 3 months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately prior to the termination, or Executive’s his/her then current annual salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) 3 months following the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.

Change of Control Transaction. If the Company or its successor terminates the Employment upon a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity (the “Change of Control Transaction”), the Executive shall be entitled to the following severance payments and benefits upon such termination: (1) a lump sum cash payment equal to three (3) months of the Executive’s base salary at a rate equal to the greater of Executive’s his/her annual salary in effect immediately immediate1y prior to the termination, or Executive’s his/her then current annual annua1 salary as of the date of such termination; (2) a lump sum cash payment equal to a pro-rated amount of Executive’s his/her target annual bonus for the year immediately preceding the termination; (3) payment of premiums for continued health benefits under the Company’s health plans for three (3) months following fo1lowing the termination; and (4) immediate vesting of 100% of the then-unvested portion of any outstanding equity awards held by the Executive.