CIC Termination. If you incur a CIC Termination, you shall receive the Severance Benefits set forth in this Section 4.
CIC Termination. For purposes of this Agreement, a “CIC Termination” shall mean termination of the Executive’s employment by the Company without Cause or by the Executive for Good Reason during the Change in Control Period, provided that, in either case, a Change in Control actually occurs.
CIC Termination. Notwithstanding anything to the contrary herein, if there is a CIC Termination, then the provisions of this Section 7 shall apply.
CIC Termination. In lieu of the payments and benefits described in Sections 6(a) and 6(b) above, and in addition to any accelerated vesting pursuant to Section 3(c)(3), in the event the Executive’s employment is terminated either by the Company without Cause (which shall include the Company’s election not to renew and/or extend the Agreement, where the Executive is willing to extend the Term, as provided in Section 1, on the Agreement’s existing terms and where the Executive serves out the current Term, it being understood that Sections 5 and 6 shall continue to apply in accordance with their terms and it being understood that following the end of the then-current Term, the Executive’s employment shall have terminated), by the Executive for Good Reason, or as a result of the Executive’s death or Disability, in each such case within the two (2)-year period following a Change in Control, or if there is a Termination in Anticipation of a Change in Control (any such termination, a “CIC Termination”), the Executive shall be entitled to (i) the Accrued Amounts and any unpaid Transition Bonus, each payable within thirty (30) days following the date of termination of employment; (ii) any earned but unpaid Annual Bonus for the calendar year preceding the date the Executive’s employment hereunder terminates, payable within thirty (30) days following the date of termination of employment and, provided the Executive’s date of employment termination is more than six (6) months into the performance year and subject to the Committee’s certification of achievement of the performance goals for such year after the year is concluded, a pro-rated portion of any Annual Bonus for the calendar year in which termination occurs, payable on the date such amount would otherwise have been paid (without regard to whether the Executive is employed on the date such Annual Bonus is paid); (iii) the Health Continuation Benefit; and (iv) an amount equal to two and nine-tenths (2.9) times the sum of the Executive’s Base Salary and then-current Target Bonus (“CIC Cash”). The payments and benefits provided under this Section 6(c), other than the Accrued Amounts, Transition Bonus, and the earned but unpaid Annual Bonus payment for the preceding calendar year, are subject to and conditioned upon the Executive’s compliance with the Conditions. The payment described in clause (iv) above shall be paid in lump sum within thirty (30) days following the date of termination of employment, unless the Change in Control ...
CIC Termination. The term “CIC Termination” shall have the meaning set forth in Section 3(c) of this Agreement.
CIC Termination. In lieu of the payments and benefits described in Section 6(b) above, and in addition to any accelerated vesting pursuant to Section 3(c)(2), in the event the Executive’s employment is terminated by the Company without Cause or by the Executive for Good Reason within the two (2) year period following a Change in Control, or if there is a Termination in Anticipation of a Change in Control (any such termination, a “CIC Termination”), the Executive shall be entitled to (i) the Accrued Amounts, payable within thirty
CIC Termination. In lieu of the payments and benefits described in Section 6(b) above, and in addition to any accelerated vesting pursuant to Section 3(c)(2), in the event the Executive’s employment is terminated by the Company without Cause or by the Executive for Good Reason within the two (2) year period following a Change in Control, or if there is a Termination in Anticipation of a Change in Control (any such termination, a “CIC Termination”), the Executive shall be entitled to (i) the Accrued Amounts, payable within thirty (30) days following termination of employment; (ii) any earned but unpaid Annual Bonus for the preceding fiscal year, payable within thirty (30) days following termination of employment; (iii) the Health Continuation Benefit; (iv) an amount equal to the sum of (A) twenty-four (24) months Base Salary and (B) two times (2x) the Target Bonus; and (v) the remainder of any Declared Cash Bonus that would otherwise have been paid had the Executive’s employment not terminated, paid within thirty (30) days following the date of such CIC Termination subject in each case to the Executive’s compliance with the Conditions. The payments described in clauses (iv) and (v) above shall be in lump sum unless the Change in Control does not qualify as a 409A Change in Control or is otherwise prohibited by Section 409A of the Code, in which case such payments shall be payable in equal installments over a period of twelve (12) months. For purposes of this Agreement:
CIC Termination. In lieu of the payments and benefits described in Section 6(b) above, and in addition to any accelerated vesting pursuant to Section 3(c), in the event the Executive’s employment is terminated by the Company without Cause or by the Executive for Good Reason within the two (2) year period following a Change in Control, or if there is a Termination in Anticipation of a Change in Control (any such termination, a “CIC Termination”), the Executive shall be entitled to (i) the Accrued Amounts, payable within thirty (30) days following the date of termination of employment; (ii) any earned but unpaid Annual Bonus for the preceding fiscal year, payable within thirty (30) days following the date of termination of employment; (iii) the Health Continuation Benefit; and (iv) an amount equal to the sum of (A) twenty-four (24) months’ Base Salary and (B) two times (2x) the Target Bonus. The payment described in clause (iv) above shall be paid in lump sum unless the Change in Control does not qualify as a 409A Change in Control or such form is otherwise prohibited by Section 409A of the Code, in which case such payment shall be payable in equal installments over a period of twelve (12) months. For purposes of this Agreement:
CIC Termination. In the event of a CIC Termination, each of the Executive’s outstanding equity or equity-based awards that is subject to time- based vesting shall immediately vest and be paid in full upon the date of such CIC Termination. (2)
CIC Termination. Notwithstanding anything to the contrary herein, if a CIC Termination occurs, if the Executive executes and does not revoke the Release in accordance with Section 10(b), and so long as the Executive continues to comply in all material respects with the provisions of Section 12 below, in addition to the Accrued Obligations, the Executive shall be entitled to receive the following:
