Months after a Change of Control Sample Clauses

Months after a Change of Control. In the event that the Employee is terminated as a result of an Involuntary Termination other than for Cause, death, or Disability at least twelve months after a Change of Control, Employee shall be entitled to receive the benefits set forth in Section 5(a) above.
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Months after a Change of Control. If (i) within six (6) months after a Change of Control the U.S. Subsidiary terminates Executive’s employment with the U.S. Subsidiary without Cause, or (ii) Executive resigns from employment for Good Reason, then, subject to Section 8, Executive will be entitled to: (A) receive continuing payments of severance pay at a rate equal to his Base Salary rate, as then in effect, for twelve (12) months; (B) Company-paid coverage for Executive and Executive’s eligible dependents under U.S. Subsidiary’s Benefit Plans for twelve (12) months following such termination or resignation and (C) 100% of any outstanding stock options not yet vested shall become immediately vested upon Executive’s date of termination or resignation.
Sample 1
Months after a Change of Control. If (i) within six (6) months after a Change of Control the U.S. Subsidiary terminates Executive’s employment with be U.S. Subsidiary without Cause, or (ii) Executive resigns from employment for Good Reason, then, subject to Section 8, Executive will be entitled to: (A) receive continuing payments of severance pay at a rate equal to her monthly Base Salary rate, as then in effect, for six (6) months; (B) if the Executive was participating in the Company’s group health and/or dental plans immediately prior to the Date of Termination, then subject to the Executive electing and remaining eligible under the law known as COBRA, the Company shall pay the employer portion of the premiums for such plan(s) to the same extent as if the Executive had remained employed by the Company during the six (6) month salary continuation period; and (C) 100% of any outstanding RSUs not yet vested shall become immediately vested upon Executive’s date of termination or resignation.
Sample 1
Months after a Change of Control. If (i) within six (6) months after a Change of Control the U.S. Subsidiary terminates Executive’s employment with the U.S. Subsidiary without Cause, or (ii) Executive resigns from employment for Good Reason, then, subject to Section 8, Executive will be entitled to: (A) the Severance Amount; (B) the Annual Bonus, prorated based on the achievement of then applicable corporate and personal performance metrics and the Date of Termination; (C) if the Executive was participating in the Company’s group health and/or dental plan(s) immediately prior to the Date of Termination, then the Company shall pay to the Executive in a single lump sum cash payment equal to twelve (12) months equal to the amount of monthly employer contribution that the Company would have made to provide health, dental and/or vision insurance to the Executive if the Executive had remained employed by the Company; and (D) 100% of any outstanding equity awards not yet vested shall become immediately vested upon Executive’s Date of Termination.
Sample 1
Months after a Change of Control. If (i) within six (6) months after a Change of Control the U.S. Subsidiary terminates Executive’s employment with the U.S. Subsidiary without Cause, or (ii) Executive resigns from employment for Good Reason, then, subject to Section 8, Executive will be entitled to: (A) receive continuing payments of severance pay at a rate equal to her monthly Base Salary rate, as then in effect, for twelve (12) months; (B) if the Executive was participating in the Company’s group health plan immediately prior to the date of termination, then the Company shall pay to the Executive in a single lump sum cash payment equal to twelve (12) months equal to the amount of monthly employer contribution that the Company would have made to provide health insurance to the Executive if the Executive had remained employed by the Company and (C) 100% of any outstanding stock options not yet vested shall become immediately vested upon Executive’s date of termination or resignation.
Sample 1

Related to Months after a Change of Control

  • Termination After Change of Control In the event that, before the expiration of the TERM and in connection with or within one year of a CHANGE OF CONTROL (as defined hereinafter) of either one of the EMPLOYERS, the employment of the EMPLOYEE is terminated for any reason other than JUST CAUSE or is terminated by the EMPLOYEE as provided in Section 4(a)(ii) above, then the following shall occur:

  • Upon a Change of Control In the event of the occurrence of a Change in Control while the Executive is employed by the Company:

  • Termination After a Change in Control You will receive Severance Benefits under this Agreement if, during the Term of this Agreement and after a Change in Control has occurred, your employment is terminated by the Company without Cause (other than on account of your Disability or death) or you resign for Good Reason.

  • After a Change in Control (i) From and after the date of a Change in Control (as defined in section 3(a) hereof) during the term of this Agreement, the Company shall not terminate the Employee from employment with the Company except as provided in this section 2(b), or as a result of the Employee's Disability (as defined in section 3(d) hereof) or his death.

  • Prior to a Change in Control If the Final Measurement Date occurs prior to a Change in Control, the Award will be settled in shares of Tyson Class A common stock no later than sixty (60) days after the Final Measurement Date; provided, however, that if the 60-day period for execution and non-revocation of a Release pursuant to Section 3.3 above will span two (2) calendar years, then the settlement of the Award will occur as soon as practicable after, but no earlier than, the first (1st) day of the second (2nd) calendar year.

  • Termination Due to Change of Control A “Termination Due to Change of Control” shall occur if within the 24 month period beginning with the date a Change of Control occurs (i) the Executive’s employment with the Corporation is involuntarily terminated (other than by reason of death, disability or Cause) or (ii) the Executive’s employment with the Corporation is voluntarily terminated by the Executive subsequent to (A) any reduction in the total of the Executive’s annual base salary (exclusive of fringe benefits) and the Executive’s target bonus in comparison with the Executive’s annual base salary and target bonus immediately prior to the date the Change of Control occurs, (B) a significant diminution in the responsibilities or authority of the Executive in comparison with the Executive’s responsibility and authority immediately prior to the date the Change of Control occurs or (C) the imposition of a requirement by the Corporation that the Executive relocate to a principal work location more than 50 miles from the Executive’s principal work location immediately prior to the date the Change of Control occurs.

  • Termination Due to a Change of Control If (A) Employer (either Northrim BanCorp, Inc. or Northrim Bank) is subjected to a Change of Control (as defined in Section 5.f.(i)), and (B) either Employer or its assigns terminates Executive’s employment without Cause (either during the annual term of this Agreement or by refusing to extend this Agreement when the annual termination occurs every December 31) or Executive terminates his employment for Good Reason within 730 days of such Change of Control, then Employer shall pay Executive (i) all Base Salary earned and all reimbursable expenses incurred under this Agreement through such termination date; (ii) an amount equal to one (1) times Executive’s highest Base Salary over the prior three (3) years; and (iii) benefits described in Sections 5.b.(I) and (II) below. The amounts described in Section 5.a.(i) and (ii) herein shall be paid no later than forty-five (45) days after the day on which employment is terminated. No payment will be made pursuant to Section 5.a.(ii) unless the Executive has signed an agreement, in a form acceptable to Employer, that releases and holds Employer harmless from all known and unknown claims and liabilities arising out of Executive’s employment with Employer or the performance of this Agreement (“Release Agreement”) and the Release Agreement has become irrevocable prior to the payment date.

  • Termination Following a Change of Control If the Employee's employment terminates at any time within eighteen (18) months following a Change of Control, then, subject to Section 5, the Employee shall be entitled to receive the following severance benefits:

  • Termination Apart from a Change of Control If the Employee's employment with the Company terminates other than as a result of an Involuntary Termination within the twelve (12) months following a Change of Control, then the Employee shall not be entitled to receive severance or other benefits hereunder, but may be eligible for those benefits (if any) as may then be established under the Company's then existing severance and benefits plans and policies at the time of such termination.

  • Employment After a Change in Control If a Change in Control of the Company (as defined in Section 12) occurs during the Change in Control Period and the Executive is employed by the Company on the date the Change in Control occurs (the “Change in Control Date”), the Company will continue to employ the Executive in accordance with the terms and conditions of this Agreement for the period beginning on the Change in Control Date and ending on the third anniversary of such date (the “Employment Period”). If a Change in Control occurs on account of a series of transactions, the Change in Control Date is the date of the last of such transactions.

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