Covered Termination Not Related to a Change in Control. If Executive’s employment terminates due to a Covered Termination which occurs at any time other than during the period beginning three (3) months prior to a Change in Control and ending twelve (12) months after a Change in Control (the “CIC Protection Period”), Executive shall receive the following:
Covered Termination Not Related to a Change in Control. If Executive’s employment terminates due to a Covered Termination which occurs outside of a Change in Control Period, Executive shall receive the following:
Covered Termination Not Related to a Change in Control. If Executive’s employment terminates due to a Covered Termination which occurs more than sixty (60) days prior to a Change in Control or more than twelve (12) months after a Change in Control, Executive shall receive the following: (i) continued payment of Executive’s annual Base Salary as in effect during the last regularly scheduled payroll period immediately preceding the Covered Termination, for a period of twelve (12) months following the Covered Termination, which payments shall be made in accordance with the Company’s normal payroll practices, (ii) to the extent Executive elects to continue medical, dental or vision benefits pursuant to COBRA (“COBRA Coverage”) under the Company’s group plans, the Company will pay for the cost to continue COBRA Coverage for Executive and his eligible dependents who participated in such plans on the date immediately preceding the date of the Covered Termination, during the twelve-month period commencing on the date of the Covered Termination, or until Executive becomes eligible to participate in another employer health plan, whichever occurs first, (iii) twelve (12) months of accelerated vesting for purposes of determining the number of vested shares subject to any outstanding options to purchase the Company’s common stock granted to Executive, including the options described in Section 3.4 above (the “Outstanding Options”), and (iv) each Outstanding Option shall remain exercisable until the earlier of twelve (12) months following the date of the Covered Termination or such other expiration date set forth in the agreement evidencing such Outstanding Option.
