Common use of Payments Upon Change of Control Clause in Contracts

Payments Upon Change of Control. During the Original Term hereof, or any renewal term, if there is a Change of Control (as hereinafter defined) and any one of (i) the Employee's location of employment as set forth herein changes, (ii) the Company takes any action which would entitle Employee to terminate his employment for "good reason" pursuant to clauses (x) or (z) of the definition thereof, or (iii) the Company shall diminish Employee's title, duties, base salary or benefits (each of the events described in the foregoing clauses (i), (ii) and (iii) being herein referred to as a "Triggering Event"), then Employee may at his election, at any time within one year after any such Triggering Event, terminate this Agreement (a "Voluntary Termination"), and Employee shall be entitled to the following compensation, in addition to the other compensation and bonuses provided for herein: (a) in lieu of any further salary payments to Employee for periods subsequent to the date of Voluntary Termination, the Company shall pay as severance payment to Employee, no later than the fifth day following the date of Voluntary Termination, a lump-sum severance payment to Employee equal to 300% of Employee's annual base salary rate in effect as of the date of Voluntary Termination or, if greater, such rate as may be in effect immediately prior to the Change of Control. In addition, Employee shall be paid an amount equal to 300% of his bonus for the calendar year immediately preceding the year in which such Voluntary Termination shall occur or, if greater, his bonus for the full calendar year preceding the year in which such Change of Control occurs; and (b) the Company shall provide Employee with all employee benefits and programs of the Company which the Employee was entitled to receive or participate in immediately prior to the effective date of the Voluntary Termination for the thirty six (36) month period following the date of such Voluntary Termination.

Appears in 3 contracts

Samples: Employment Agreement (Sterling House Corp), Employment Agreement (Alternative Living Services Inc), Employment Agreement (Alternative Living Services Inc)

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Payments Upon Change of Control. During the Original Term hereof, or any renewal term, if there is a Change of Control (as hereinafter defined) and any one of (i) the Employee's location of employment as set forth herein changes, (ii) the Company takes any action which would entitle Employee to terminate his employment for "good reason" pursuant to clauses (x) ), or (z) of the definition thereof, or (iii) the Company and Tango shall diminish Employee's title, duties, base salary or benefits (each of the events described in the foregoing clauses (i), (ii) and (iii) being herein referred to as a "Triggering Event"), then Employee may at his election, at any time within one year after any such Triggering Event, terminate this Agreement (a "Voluntary Termination"), and Employee shall be entitled to the following compensation, in addition to the other compensation and bonuses provided for herein: (a) in lieu of any further salary payments to Employee for periods subsequent to the date of Voluntary Termination, the Company and Tango shall pay as severance payment to Employee, no later than the fifth day following the date of Voluntary Termination, a lump-sum severance payment to Employee equal to 300% of Employee's annual base salary rate in effect as of the date of Voluntary Termination or, if greater, such rate as may be in effect immediately prior to the Change of Control. In addition, Employee shall be paid an amount equal to 300% of his bonus for the calendar year immediately preceding the year in which such Voluntary Termination shall occur or, if greater, his bonus for the full calendar year preceding the year in which such Change of Control occurs; and (b) the Company and Tango shall provide Employee with all employee benefits and programs of the Company which the Employee was entitled to receive or participate in immediately prior to the effective date of the Voluntary Termination for the thirty six (36) month period following the date of such Voluntary Termination.

Appears in 3 contracts

Samples: Employment Agreement (Alternative Living Services Inc), Employment Agreement (Alternative Living Services Inc), Employment Agreement (Sterling House Corp)

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