Common use of Eligibility for Severance Pay Clause in Contracts

Eligibility for Severance Pay. The Executive shall be eligible to receive severance pay, in the amounts and at the times described in paragraph 3, if: (a) the Executive's employment with the Company and all of its subsidiaries (if any) is terminated within 24 months after there has been a "change in control," as such term is hereinafter defined; and (b) the Executive's termination of employment was not: (i) on account of the Executive's death; (ii) on account of a physical or mental condition that entitles the Executive to benefits under any long-term disability plan maintained by the Company or any of its subsidiaries, as then in effect; (iii) for conduct involving serious willful misconduct (such as commission by the Executive of a felony or a common law fraud against the Company) which is detrimental in a significant way to the business of the Company or any or its subsidiaries; or (iv) on account of the Executive's voluntary resignation; provided, that a resignation shall not be considered to be voluntary for the purposes of this Agreement if it occurs under the circumstances described in paragraph 11(a), or if, subsequent to the change in control, there has been: (1) a reduction in the Executive's compensation; (2) an alteration in the Executive's status, title or position with the Company or in the nature of the Executive's responsibilities from those in effect immediately prior to the change in control, or the assignment to the Executive of any duties inconsistent with his or her status, title or position with the Company; or (3) a change in the place in which the Executive is required to perform his or her duties, if the new place is more than 25 miles from his or her previous place of employment.

Eligibility for Severance Pay. The Executive shall be eligible to receive severance pay, in the amounts and at the times described in paragraph 3, if: (a) the Executive's employment with the Company and all of its subsidiaries (if any) is terminated within 24 months after there has been a "change in control," as such term is hereinafter defined; and (b) the Executive's termination of employment was not: (i) on account of the Executive's death; (ii) on account of a physical or mental condition that entitles the Executive to benefits under any long-term disability plan maintained by the Company or any of its subsidiaries, as then in effect; (iii) for conduct involving serious willful misconduct (such as commission by the Executive of a felony or a common law fraud against the Company) which is detrimental in a significant way to the business of the Company or any or its subsidiaries; or (iv) on account of the Executive's voluntary resignation; provided, that a resignation shall not be considered to be voluntary for the purposes of this Agreement if it occurs under the circumstances described in paragraph 11(a), or if, subsequent to the change in control, there has been: (1) a reduction in the Executive's compensation; or (2) an alteration in the Executive's status, title or position with the Company or in the nature of the Executive's responsibilities from those in effect immediately prior to the change in control, or the assignment to the Executive of any duties inconsistent with his or her status, title or position with the Company; or (3) a change in the place in which the Executive is required to perform his or her duties, if the new place is more than 25 miles from his or her previous place of employment.

Eligibility for Severance Pay. The Executive shall be eligible to receive severance pay, in the amounts and at the times described in paragraph 3, if: (a) the Executive's ’s employment with the Company and all of its subsidiaries (if any) is terminated within 24 months after there has been a "“change in control," ” as such term is hereinafter defined; and (b) the Executive's ’s termination of employment was not: (i) on account of the Executive's ’s death; (ii) on account of a physical or mental condition that entitles the Executive to benefits under any long-term disability plan maintained by the Company or any of its subsidiaries, as then in effect; (iii) for conduct involving serious willful misconduct (such as commission by the Executive of a felony or a common law fraud against the Company) which is detrimental in a significant way to the business of the Company or any or of its subsidiaries; or (iv) on account of the Executive's ’s voluntary resignation; provided, that a resignation shall not be considered to be voluntary for the purposes of this Agreement if it occurs under the circumstances described in paragraph 11(a10(a), or if, subsequent to the change in control, there has been: (1) a reduction in the Executive's ’s base compensation; (2) an alteration in the Executive's status, title or position with the Company or in the nature of the Executive's responsibilities from those in effect immediately prior to the change in control, or the assignment to the Executive of any duties inconsistent with his or her status, title or position with the Company; or (32) a change in the place in which the Executive is required to perform his or her duties, if the new place is more than 25 50 miles from the place Executive performed his or her previous place of employmentservices immediately prior to the “change in control.”