Common use of Severance Benefits Following a Change in Control Clause in Contracts

Severance Benefits Following a Change in Control. If Employee's employment with Company is terminated within twenty-four (24) months following a Change in Control, Employee shall be entitled to the following severance benefits (in addition to any non-severance compensation and benefits provided for under any of Company's employee benefit plans, policies and practices or under the terms of any other contracts, but in lieu of any severance pay under any Company employee benefit plan, policy and practice or under the terms of any other contract including any employment contract): (a) If Employee's employment is terminated by reason of Employee's disability, retirement or death of by Employee other than for Good Reason, the Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time of termination (or the date of death in the case of Employee's death), plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (b) If Employee's employment is terminated for Cause, Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time Notice of Termination is given plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (c) If Employee's employment is terminated by Company other than for Cause or by Employee for Good Reason, then: (i) Within five (5) days after the Date of Termination, Company shall pay Employee his full base salary through the Date of Termination at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when the Notice of Termination was given plus an amount equal to 100% of Employee's Target Annual Bonus (as defined below). (ii) Company shall pay Employee a gross severance benefit equal to (i) 1 times Employee's Annual Base Salary at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when Notice of Termination was given plus (ii) 1 times Employee's Target Annual Bonus. The severance benefit shall be paid in a lump sum within 30 days of Employee's Termination. Employee's "Annual Base Salary" shall mean the yearly salary rate established from time to time by Company as Employee's regular salary for the next succeeding twelve (12) month period, payable pursuant to the Company's payroll on a periodic basis and Employee's "Target Annual Bonus" shall mean the maximum available normal bonus Employee could earn under Company's bonus program for the year in which his Date of Termination occurs.

Severance Benefits Following a Change in Control. If Employee's employment with Company is terminated within twenty-four (24) months following a Change in Control, Employee shall be entitled to the following severance benefits (in addition to any non-severance compensation and benefits provided for under any of Company's employee benefit plans, policies and practices or under the terms of any other contracts, but in lieu of any severance pay under any Company employee benefit plan, policy and practice or under the terms of any other contract including any employment contract): (a) If Employee's employment is terminated by reason of Employee's disability, retirement or death of by Employee other than for Good Reason, the Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time of termination (or the date of death in the case of Employee's death), plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (b) If Employee's employment is terminated for Cause, Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time Notice of Termination is given plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (c) If Employee's employment is terminated by Company other than for Cause or by Employee for Good Reason, then: (i) Within five (5) days after the Date of Termination, Company shall pay Employee his full base salary through the Date of Termination at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when the Notice of Termination was given plus an amount equal to 100% of Employee's Target Annual Bonus (as defined below). (ii) Company shall pay Employee a gross severance benefit equal to (i) 1 2 times Employee's Annual Base Salary at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when Notice of Termination was given plus (ii) 1 2 times Employee's Target Annual Bonus. The severance benefit shall be paid in a lump sum within 30 days of Employee's Termination. Employee's "Annual Base Salary" shall mean the yearly salary rate established from time to time by Company as Employee's regular salary for the next succeeding twelve (12) month period, payable pursuant to the Company's payroll on a periodic basis and Employee's "Target Annual Bonus" shall mean the maximum available normal bonus Employee could earn under Company's bonus program for the year in which his Date of Termination occurs.

Severance Benefits Following a Change in Control. If Employee's employment with Company is terminated within twenty-four (24) months following a Change in Control, Employee shall be entitled to the following severance benefits (in addition to any non-severance compensation and benefits provided for under any of Company's employee benefit plans, policies and practices or under the terms of any other contracts, but in lieu of any severance pay under any Company employee benefit plan, policy and practice or under the terms of any other contract including any employment contract): (a) If Employee's employment is terminated by reason of Employee's disability, retirement or death of by Employee other than for Good Reason, the Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time of termination (or the date of death in the case of Employee's death), plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (b) If Employee's employment is terminated for Cause, Company shall pay Employee his full base salary through the Date of Termination at the rate in effect at the time Notice of Termination is given plus any bonus or incentive compensation award which, pursuant to the terms of any compensation or incentive plan, Employee is entitled to receive but which has not yet been paid. (c) If Employee's employment is terminated by Company other than for Cause or by Employee for Good Reason, then: (i) Within five (5) days after the Date of Termination, Company shall pay Employee his full base salary through the Date of Termination at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when the Notice of Termination was given plus an amount equal to 100% of Employee's Target Annual Bonus (as defined below). (ii) Company shall pay Employee a gross severance benefit equal to (i) 1 3 times Employee's Annual Base Salary at the greater of the rate in effect at the time the Change in Control occurred or the rate in effect when Notice of Termination was given plus (ii) 1 3 times Employee's Target Annual Bonus. The severance benefit shall be paid in a lump sum within 30 days of Employee's Termination. Employee's "Annual Base Salary" shall mean the yearly salary rate established from time to time by Company as Employee's regular salary for the next succeeding twelve (12) month period, payable pursuant to the Company's payroll on a periodic basis and Employee's "Target Annual Bonus" shall mean the maximum available normal bonus Employee could earn under Company's bonus program for the year in which his Date of Termination occurs.