Common use of Effect of Termination Following Change in Control Clause in Contracts

Effect of Termination Following Change in Control. In the event of a Change in Control during the Employment Period and a subsequent termination of the Executive's employment, either by the Company as a Termination Without Cause or by the Executive for Good Reason, whether or not such termination is during the Employment Period, the Executive shall be entitled to receive (i) the payments and other rights provided in Section 10(a) hereof and (ii) a severance payment in the form a cash lump sum, which shall be paid within 15 days of the date of termination, equal to the sum of the Executive's semi-monthly base salary (as in effect immediately prior to such termination) and the Pro-Rata Bonus Amount (as determined under Section 10(b) above) multiplied by 72 (i.e., that would have been payable on a semi-monthly basis during the 36 months following such termination), but discounted to present value from the dates such payments would be made if paid on a semi-monthly basis for such 36 month period, based on the 100% short-term Applicable Federal Rate (compounded annually) under Section 1274(d) of the Internal Revenue Code of 1986, as amended (the "Code") as in effect at the time of payment. In addition, upon any such Termination Without Cause or for Good Reason that occurs within six months following the effective date of a Change in Control, the Executive shall retain the right to exercise any options to purchase shares of the Company's stock until the earlier of (a) 36 months following the date of such termination or (b) the expiration of the original full term of each such option.

Effect of Termination Following Change in Control. In the event of a Change in Control during the Employment Period and a subsequent termination of the Executive's employmentemployment within 36 months immediately following such Change in Control, either by the Company as a Termination Without Cause or by the Executive for Good Reason, whether or not such termination is during the Employment PeriodPeriod (a “Change in Control Termination”), the Executive shall be entitled to receive (i) the payments and other rights provided in Section 10(a) hereof and (ii) a severance payment in the form a cash lump sum, which shall be paid within 15 days of the date of termination, equal to the sum of the Executive's semi-monthly base salary (as in effect immediately prior to such termination) and the Pro-Rata Bonus Amount (as determined under Section 10(b) above) multiplied by 72 (i.e., that would have been payable on a semi-monthly basis during the 36 months following such termination), but discounted to present value from the dates such payments would be made if paid on a semi-monthly basis for such 36 month period, based on the 100% short-term Applicable Federal Rate (compounded annually) under Section 1274(d) of the Internal Revenue Code of 1986, as amended (the "Code") as in effect at the time of payment. In addition, upon any such Termination Without Cause or for Good Reason that occurs within six months following the effective date of a Change in ControlControl Termination, the Executive shall retain the right to exercise any options to purchase shares of the Company's stock until the earlier of (a) 36 months following the date of such termination or (b) the expiration of the original full term of each such option.

Effect of Termination Following Change in Control. In the event of a Change in Control during the Employment Period and a subsequent termination of the Executive's employmentemployment within 12 months immediately following such Change in Control, either by the Company as a Termination Without Cause or by the Executive for Good Reason, whether or not such termination is during the Employment PeriodPeriod (a “Change in Control Termination”), the Executive shall be entitled to receive (i) the payments and other rights provided in Section 10(a) hereof and (ii) a severance payment in the form a cash lump sum, which shall be paid within 15 days of the date of termination, equal to the sum of the Executive's semi-monthly base salary (as in effect immediately prior to such termination) and the Pro-Rata Bonus Amount (as determined under Section 10(b) above) multiplied by 72 (i.e., that would have been payable on a semi-monthly basis during the 36 months following such termination), but discounted to present value from the dates such payments would be made if paid on a semi-monthly basis for such 36 month period, based on the 100% short-term Applicable Federal Rate (compounded annually) under Section 1274(d) of the Internal Revenue Code of 1986, as amended (the "Code") as in effect at the time of payment. In addition, upon any such Termination Without Cause or for Good Reason that occurs within six months following the effective date of a Change in ControlControl Termination, the Executive shall retain the right to exercise any options to purchase shares of the Company's stock until the earlier of (a) 36 months following the date of such termination or (b) the expiration of the original full term of each such option.

Effect of Termination Following Change in Control. In the event of a Change in Control during the Employment Period and a subsequent termination of the Executive's employment, either by the Company as a Termination Without Cause or by the Executive for Good Reason, whether or not such termination is during the Employment Period, the Executive shall be entitled to receive (i) the payments and other rights provided in Section 10(a) hereof and (ii) a severance payment in the form a cash lump sum, which shall be paid within 15 days of the date of termination, equal to the sum of the Executive's semi-monthly base salary (as in effect immediately prior to such termination) and the Pro-Rata Bonus Amount (as determined under Section 10(b) above) multiplied by 72 48 (i.e., that would have been payable on a semi-monthly basis during the 36 24 months following such termination), but discounted to present value from the dates such payments would be made if paid on a semi-monthly basis for such 36 24-month period, based on the 100% short-term Applicable Federal Rate (compounded annually) under Section 1274(d) of the Internal Revenue Code of 1986, as amended (the "Code") as in effect at the time of payment. In addition, upon any such Termination Without Cause or for Good Reason that occurs within six months following the effective date of a Change in Control, the Executive shall retain the right to exercise any options to purchase shares of the Company's stock until the earlier of (a) 36 months following the date of such termination or (b) the expiration of the original full term of each such option.