In Connection with a Change of Control. For purposes of this Agreement, a termination of Executive’s employment with the Company is “in Connection with a Change of Control” if Executive’s employment is terminated within twelve (12) months following a Change of Control.
In Connection with a Change of Control. For purposes of this Agreement, a termination of Executive’s employment with Heska is “In Connection with a Change of Control” if Executive’s employment is terminated without Cause or for Good Reason during the period beginning three (3) months prior to a Change of Control and ending eighteen (18) months following a Change of Control.
In Connection with a Change of Control. AND TERMINATION BY THE COMPANY WITHOUT CAUSE OR BY EXECUTIVE FOR GOOD
In Connection with a Change of Control. If Executive’s employment is terminated during the Protection Period by the Company other than for Cause, Disability or as a result of Executive’s death, or if Executive terminates his employment during the Protection Period for Good Reason, the Company shall pay Executive the amounts provided in Section 4(c), except that “one dollar less than three times the Average Annual Compensation” shall replace clauses (iii)(x) and (y) of the definition of “Severance Payments” contained therein. Such amounts shall be paid pursuant to the Release provisions and payment terms provided in Section 4(c). If, after the date of Executive’s employment termination, his employment termination is determined to have occurred during the Protection Period, any amounts payable pursuant to this Section 4(g) as a result of such employment termination shall be without duplication of (and shall be offset by) amounts previously paid to Executive (if any) pursuant to Section 4(c) or 4(f), as applicable.
In Connection with a Change of Control. For purposes of this Agreement, a termination of Employee’s employment with the Company is “in Connection with a Change of Control” if Employee’s employment is terminated within three (3) months prior the execution of an agreement that results in a Change of Control or twelve (12) months following a Change of Control.
In Connection with a Change of Control. For purposes of this Agreement, a termination of Executive’s employment with the Company is “in Connection with a Change of Control” if Executive’s employment is terminated within twelve (12) months following a Change of Control, or if during the Initial Term the Company elects not to renew this Agreement for the Additional Term and a Change of Control occurs within ninety (90) days thereafter, or if the Company terminates Executive’s employment without Cause or if Executive terminates his employment for Good Reason during the period commencing on the day the Company enters into an agreement in principle with respect to a Change of Control and ending on the day following the closing of such Change of Control.
In Connection with a Change of Control. For purposes of this Agreement, a termination of Executive’s employment with FEI is “in Connection with a Change of Control” if Executive’s employment is terminated with eighteen (18) months following a Change of Control (as such term is defined in Section 8.3 of this Agreement).
In Connection with a Change of Control. If within eighteen (18) months following the occurrence of the Change of Control, one of the following events occurs:
(i) the Executive's Employment is terminated by the Company (or its successor) other than for Cause, death or Disability, or
(ii) the Executive resigns for Good Reason, then, in lieu of any payments or benefits under Section 6(b) above and subject to Section 6(a), the Executive shall immediately conditionally vest as to all shares under all outstanding equity awards that are subject to vesting conditions based solely on continued employment or service, subject to the Executive's execution of the General Release Agreement described above with irrevocable effect and suspension of exercise rights with respect to such conditionally vested shares until such execution, and the Company shall pay the Executive, in a lump sum, an amount equal to: (x) the then current year's Target Bonus prorated for the number of days of the Executive is employed in said year; (y) one year's Base Salary (or if the termination is due to a resignation for Good Reason based on a material reduction in Base Salary, then the Executive's Base Salary in effect immediately prior to such reduction); and (z) the greater of the then-current year's Target Bonus (or if the termination is due to a resignation for Good Reason based on a material reduction in Target Bonus, then the Executive's Target Bonus in effect immediately prior to such reduction) or the actual prior year's Annual Bonus. The Executive's Base Salary shall be paid at the rate in effect at the time of the termination of Employment.
In Connection with a Change of Control. For purposes of this Severance Agreement, a termination of Executive’s employment with the Company is “in Connection with a Change of Control” if Executive’s employment is terminated during the period beginning three months prior to a Change of Control (and where such termination is related to the impending change of Change of Control) and ending twelve months following a Change of Control (the “Change of Control Period”). Notwithstanding the foregoing, a resignation by Executive for Good Reason shall be in Connection with a Change of Control only if the event that constitutes Good Reason occurs during the Change of Control Period.
In Connection with a Change of Control. For purposes of this Agreement, a termination of Executive’s employment with the Company is “in Connection with a Change of Control” if Executive’s employment is terminated within three (3) months prior or twelve (12) months following a Change of Control. If a Change of Control event described in Section 10(b)(iv) occurs and, within twelve (12) months following such Change of Control, a Change of Control event described in Section 10(b)(i) through Section 10(b)(iii) occurs (the “Subsequent Change of Control”), a termination of Executive’s employment with the Company also will be considered “in Connection with a Change of Control” if Executive’s employment is terminated within twelve (12) months following the Subsequent Change of Control.
