Entitlement to Severance Benefits. If, during the Term of the Agreement, the Company terminates Executive's employment without Cause, or if Executive terminates his employment for Good Reason, the Company will, subject to Section 5 below, provide severance benefits to Executive as set forth below in this Section 4.4.
Entitlement to Severance Benefits. If during that period starting on the date of a Change of Control and ending on the second anniversary of the Change of Control, the Company terminates Executive's employment without Cause, or if Executive terminates his employment for Good Reason, the Company will, subject to Section 2 below, provide severance benefits to Executive as set forth below in this Section 1.
Entitlement to Severance Benefits. If Executive’s employment terminates due to an Involuntary Termination or a Voluntary Termination for Good Reason (as hereinafter defined) within twelve (12) months following the effective date of a Change in Control, the termination of employment will be a Covered Termination and the Company shall pay Executive the compensation and benefits described in this Article II. If Executive’s employment terminates, but not due to an Involuntary Termination or a Voluntary Termination for Good Reason within twelve (12) months following the effective date of a Change in Control, then the termination of employment will not be a Covered Termination and Executive will not be entitled to receive any payments or benefits under this Article II. Payment of any benefits described in this Article II shall be subject to the restrictions and limitations set forth in Article III of this Agreement.
Entitlement to Severance Benefits. Subject to the terms and conditions of this Agreement, and without regard to the occurrence (or non-occurrence) of a change in control or other reorganization of the Company, the Company will provide you with Severance Benefits (defined below) if the Company terminates your employment at any time during the Term without Cause (defined below). You will not be entitled to receive any Severance Benefits if the Company terminates your employment for Cause or if you resign from your employment. As used herein, the "Company" includes any successor in interest to PeoplePC.
Entitlement to Severance Benefits. Executive shall be entitled to the benefits provided in this Agreement in the event the Executive has a Separation from Service under the circumstances described in (i) through (iii) below (a “Covered Termination”), provided that Executive executes, and does not revoke, a full Release agreement in favor of the Company as described below. A Covered Termination shall have occurred in the event that:
(i) Executive’s employment with the Company is terminated prior to a Change in Control other than (A) by the Company for Cause, (B) by Executive, or (C) due to Executive’s Disability; or
(ii) Executive is not offered comparable employment by the Company’s successor upon a Change in Control; or
(iii) Executive’s employment with the Company or its successor (referred to jointly as the “Company”) is terminated within 12 months following a Change in Control other than (A) by the Company for Cause, (B) by Executive without Good Reason, or (C) due to Executive’s Disability (a Covered Terminations of the type described in items (ii) and (iii) shall be referred to herein as a “Change in Control Termination”).
Entitlement to Severance Benefits. If Executive’s employment terminates due to an Involuntary Termination or a Voluntary Termination for Good Reason (as hereinafter defined) within twelve (12) months following (i) the Closing Date (as defined in the Merger Agreement) of the Merger or (ii) the effective date of a Change in Control, the termination of employment will be a Covered Termination and the Company shall pay Executive the compensation and benefits described in this Article II. If Executive’s employment terminates, but not due to an Involuntary Termination or a Voluntary Termination for Good Reason within twelve (12) months following (A) the Closing Date of the Merger or (B) the effective date of a Change in Control, then the termination of employment will not be a Covered Termination and Executive will not be entitled to receive any payments or benefits under this Article II. Payment of any benefits described in this Article II shall be subject to the restrictions and limitations set forth in Article III of this Agreement.
Entitlement to Severance Benefits. If Executive's employment terminates due to an Involuntary Termination or a Constructive Termination within twenty- four (24) months following a Change in Control, the termination of employment will be a Covered Termination and the Company shall pay Executive the compensation and benefits described in this Article II. If Executive's employment terminates, but not due to an Involuntary Termination or a Constructive Termination within twenty-four (24) months following a Change in Control, or for any reason prior to a Change in Control or after twenty-four (24) months or more following a Change in Control, then the termination of employment will not be a Covered Termination and Executive will not be entitled to receive any payments or benefits under this Article II. Payment of any benefits described in this Article II shall be subject to the restrictions and limitations set forth in Article III.
Entitlement to Severance Benefits. Subject to the terms and conditions of this Agreement, and without regard to the occurrence (or non-occurrence) of a change in control or other reorganization of the Company, the Company will provide you with Severance Benefits (defined below) if, at any time during the Term, the Company terminates your employment without Cause (defined below) or if you resign your employment for Good Reason (defined below). You will not be entitled to receive any Severance Benefits if the Company terminates your employment for Cause or if you resign from your employment for a reason that does not constitute Good Reason. As used herein, the "Company" includes any successor in interest to PeoplePC.
Entitlement to Severance Benefits. If the Company (or any successor entity) terminates Executive’s employment without Cause, or Executive terminates his employment for Good Reason, then unless such termination is due to Executive’s death, permanent disability (within the meaning of the Company sponsored long-term disability plan in effect for, or applicable to, Executive), voluntary resignation or retirement, Executive shall be eligible to receive (i) severance pay in the form of continuation of Executive’s base salary in effect as of the employment termination date for twenty-four (24) months following the date of termination of employment, plus (ii) an amount equal to two (2) times the annual incentive award that Executive would have been paid under the Company’s annual incentive plan then in effect if Executive had been employed for the full calendar year with respect to the year in which the termination of Executive’s employment occurred, calculated in the same manner as the annual incentive plan payments for other executives of the Company are calculated, and in addition (iii) Executive shall be paid a pro rata annual incentive payment under the Company’s annual incentive plan then in effect, based on the number of days during the calendar year prior to the date of termination as compared to the entire calendar year, with such pro rata annual incentive payment to be earned only if and only to the extent that the annual incentive plan targets are achieved at the end of the calendar year, and (iv) the unvested equity awards held by Executive at the time of the termination of his employment shall vest on a pro rata basis, based on the number of days during the vesting period that Executive was employed prior to the date of termination as compared to the total vesting period, and any performance awards shall be earned if and only to the extent that the performance targets are achieved at the end of the performance period (the “Severance Benefits”). Executive will also be entitled to be certain post-termination health care benefits in accordance with a retiree medical plan in which Executive is entitled to participate. The vesting of unvested equity awards provided for in this Agreement is intended to be the same pro rata vesting that is provided for in the Company’s current retirement 31349073.7 arrangement in which Executive is entitled to participate; in all other respects the Severance Benefits provided under this Agreement are in addition to any benefits under any other plans or agreem...
Entitlement to Severance Benefits. In the event (A) Executive’s employment with the Company is involuntarily terminated by the Company without Cause (including, for the avoidance of doubt, the Company’s delivery of a Notice of Non-Renewal to Executive), or (B) Executive’s employment with the Company is voluntarily terminated by Executive for Good Reason (the date occurrence of each such event under the above clauses (A) or (B), being the “Separation Date”), Executive shall be entitled to the severance benefits set forth below in Section 6(a)(ii); provided, however, if such termination of employment occurs within six (6) months immediately prior to, or twenty-four (24) months immediately following a Change in Control (as defined herein) of the Company, Executive shall in lieu of the severance benefits provided under Section 6(a)(ii) hereof become entitled to the severance benefits set forth below in Section 6(a)(iii).
