Common use of Eligibility for Severance Payment Clause in Contracts

Eligibility for Severance Payment. Executive shall be entitled to receive the severance payment (the “Severance Payment”) and benefits set forth in this Section 2 from the Company if any of the below events occurs during the Change in Control Period: (i) Executive resigns his employment with the Company for Good Reason, which notice must be given by Executive to the Board within not more than seventy-five (75) days following the occurrence of the event giving rise to Good Reason for termination; (ii) The Company terminates Executive’s employment with the Company for any reason other than Cause; (iii) In the event of Executive’s death; or (iv) In the event of Executive’s “separation from service” (within the meaning of “Section 409A of the Code,” as such term is defined in Section 6(k)), due to Executive’s Total Disability. Notwithstanding anything in this Agreement to the contrary, if a Change in Control occurs and not more than 60 days prior to the date on which the Change in Control occurs, Executive’s employment with the Company is terminated by the Company, such termination of employment will be deemed to be a termination of employment after a Change in Control for purposes of this Agreement if Executive reasonably demonstrates that such termination of employment (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change in Control, or (ii) otherwise arose in connection with or in anticipation of such Change in Control.

Eligibility for Severance Payment. Executive shall be entitled to receive the severance payment (the “"Severance Payment”") and benefits set forth in this Section 2 from the Company if any of the below events occurs during the Change in Control Period: (i) Executive resigns his employment with the Company for Good Reason, which notice must be given by Executive to the Board within not more than seventy-five (75) days following the occurrence of the event giving rise to Good Reason for termination; (ii) The Company terminates Executive’s 's employment with the Company for any reason other than Cause; (iii) In the event of Executive’s 's death; or (iv) In the event of Executive’s “'s "separation from service” " (within the meaning of “Section 409A of the Code,” as such term is defined in Section 6(k)), due to Executive’s 's Total Disability. Notwithstanding anything in this Agreement to the contrary, if a Change in Control occurs and not more than 60 days prior to the date on which the Change in Control occurs, Executive’s 's employment with the Company is terminated by the Company, such termination of employment will be deemed to be a termination of employment after a Change in Control for purposes of this Agreement if Executive reasonably demonstrates that such termination of employment (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change in Control, or (ii) otherwise arose in connection with or in anticipation of such Change in Control.