Common use of Regular Severance Benefits Clause in Contracts

Regular Severance Benefits. (a) Subject to Section 7 below, you shall be entitled to regular severance benefits under Section 6(c) below if: (1) ProQuest Company terminates your employment without Cause or you resign for Good Reason at any time before a Change of Control of the Company or an Acquisition of at Least 30% of the Company’s Outstanding Voting Stock and Board Change, and (2) you are not entitled to enhanced severance benefits under Section 5. Under no circumstances shall you receive severance benefits under both Section 5 and Section 6 of this Agreement. (b) You will be considered to be entitled to enhanced severance benefits under Section 5 above if your employment is involuntarily terminated by ProQuest Company without Cause or you resign for Good Reason prior to such date, and such termination of employment or change in the terms of your employment occurs within the 60 day period prior to a definitive purchase agreement that results in a Change of Control of the Company. (c) The severance benefits payable under Section 6(a) shall be the same in all respects as under Section 5(a) and 5(b) above, except that: (i) 100% shall be used in lieu of 150% in Section 5(a), and (ii) the period of continued participation in medical, dental and vision plans described in Section 5(b) shall be twelve months instead of eighteen months. (d) Your rights to regular severance benefits as set forth in Section 6(a) shall continue to apply after the Termination Date and for the remainder of your employment with ProQuest Company.

Appears in 2 contracts

Samples: Employment Agreement (Cambium-Voyager Holdings, Inc.), Employment Agreement (Voyager Learning CO)

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Regular Severance Benefits. (a) Subject to Section 7 6 below, you shall be entitled to regular severance benefits under Section 6(c5(c) below if: if (1) ProQuest Company terminates your employment without Cause or you resign for Good Reason at any time before a Change of Control of the Company or an Acquisition of at Least 30% of the Company’s Outstanding Voting Stock and Board Change, Change and (2) you are not entitled to enhanced severance benefits under Section 54. Under no circumstances shall you receive severance benefits under both Section 5 4 and Section 6 5 of this Agreement. (b) You will be considered to be entitled to enhanced severance benefits under Section 5 4 above if your employment is involuntarily terminated by ProQuest Company without Cause or you resign for Good Reason prior to such date, and such termination of employment or change in the terms of your employment occurs within the a 60 day period prior to a definitive purchase agreement that results in a Change of Control of the Company. (c) The severance benefits payable under Section 6(a5(a) shall be the same in all respects as under Section 5(a4(a) and 5(b(b) above, except that: (i) 100150% shall be used in lieu of 150200% in Section 5(a4(a), and (ii) the period of continued participation in medical, dental and vision plans described in Section 5(b4(b) shall be twelve eighteen months instead of eighteen monthstwo years. (d) Your rights to regular severance benefits as set forth in Section 6(a5(a) shall continue to apply after the Termination Date and for the remainder of your employment with ProQuest Company.

Appears in 2 contracts

Samples: Employment Agreement (Proquest Co), Employment Agreement (Voyager Learning CO)

Regular Severance Benefits. (a) Subject to Section 7 6 below, you shall be entitled to regular severance benefits under Section 6(c5(c) below if: (1) ProQuest the Company terminates your employment without Cause or you resign for Good Reason at any time before a Change of Control of the Company or an Acquisition of at Least 30% of the Company’s Outstanding Voting Stock and Board Change, Change and (2) you neither are not entitled to enhanced severance nor received benefits under Section 54. Under no circumstances shall you receive severance benefits under both Section 5 4 and Section 6 5 of this Agreement. (b) You will be considered to be entitled to enhanced severance benefits under Section 5 4 above if your employment is involuntarily terminated by ProQuest the Company without Cause Cause, or you resign for Good Reason prior to such date, and such termination of employment or change in the terms of your employment occurs within the 60 day period prior to a definitive purchase or acquisition agreement that results in a Change of Control of the Company. (c) The severance benefits payable under Section 6(a5(a) shall be the same in all respects as under Section 5(a4(a) and 5(b4(b) above, except that: (i) 100% shall be used in lieu of 150% in Section 5(a4(a), and (ii) the period of continued participation in medical, dental and vision plans described in Section 5(b4(b) shall be twelve months instead of eighteen months. (d) Your rights to regular severance benefits as set forth in Section 6(a) shall continue to apply after the Termination Date and for the remainder of your employment with ProQuest Company.

Appears in 2 contracts

Samples: Employment Agreement (Cambium-Voyager Holdings, Inc.), Employment Agreement (Voyager Learning CO)

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Regular Severance Benefits. (a) Subject to Section 7 8 below, you shall be entitled to regular severance benefits under Section 6(c7(c) below if: (1) ProQuest the Company terminates your employment without Cause or you resign for Good Reason at any time before a Change of Control of the Company or an Acquisition of at Least 30% of the Company’s Outstanding Voting Stock and Board Change, Change and (2) you are not entitled to enhanced severance benefits under Section 56. Under no circumstances shall you receive severance benefits under both Section 5 6 and Section 6 7 of this Agreement. (b) You will be considered to be entitled to enhanced severance benefits under Section 5 6 above if your employment is involuntarily terminated by ProQuest the Company without Cause Cause, or you resign for Good Reason prior to such date, and such termination of employment or change in the terms of your employment occurs within the 60 day period prior to a definitive purchase or acquisition agreement that results in a Change of Control of the Company. (c) The severance benefits payable under Section 6(a7(a) shall be the same in all respects as under Section 5(a6(a) and 5(b6(b) above, except that: (i) 100% shall be used in lieu of 150% in Section 5(a6(a), and (ii) the period of continued participation in medical, dental and vision plans described in Section 5(b6(b) shall be twelve months instead of eighteen months. (d) Your rights to regular severance benefits as set forth in Section 6(a) shall continue to apply after the Termination Date and for the remainder of your employment with ProQuest Company.

Appears in 1 contract

Samples: Employment Agreement (Voyager Learning CO)

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