Common use of Termination Associated With a Change in Control Clause in Contracts

Termination Associated With a Change in Control. If and only if any of the events described in Section 2 hereof constituting a change in control of the Company shall occur, you shall be entitled to the benefits provided in Section 4 hereof upon the termination of your employment as provided in this Section 3 within six (6) months prior to such change in control, or within six (6) months prior to and after the date that the Board of Directors of the Company authorizes a merger, consolidation or other transaction or event that if consummated would constitute a change in control and such action is consummated (collectively herein referenced to as "termination preceding a change in control"), or within three (3) years after such change in control, unless such termination is (a) because of your death, or Retirement on or after your Normal Retirement Date (that is, early retirement initiated by the Company shall be treated as a dismissal and not a voluntary early retirement), (b) by the Company for Cause or Disability or (c) by you other than for Good Reason (including voluntary early retirement when there is no concurrent Good Reason). (In the case of termination preceding a change in control, references in the definition of "Good Reason" to conditions in effect immediately prior to a change in control shall be deemed to mean conditions in effect immediately prior to your termination.) References to actions by and employment with the Company shall include actions by and employment with the divisions and subsidiaries of the Company where the context so requires.

Appears in 1 contract

Samples: Employment Agreement (Eex Corp)

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Termination Associated With a Change in Control. If and only if any of the events described in Section 2 hereof constituting a change in control of the Company shall occur, you shall be entitled to the benefits provided in Section 4 hereof upon the termination of your employment as provided in this Section 3 within six (6) months prior to such change in control, or within six (6) months prior to and after the date that the Board of Directors of the Company authorizes a merger, consolidation or other transaction or event that if consummated would constitute a change in control and such action is consummated (collectively herein referenced to as "termination preceding a change in control"), or within three (3) years after such change in control, unless such termination is (a) because of your death, or Retirement on or after your Normal Retirement Date (that is, early retirement initiated by the Company shall be treated as a dismissal and not a voluntary early retirement), (b) by the Company for Cause or Disability or (c) by you other than for Good Reason (including voluntary early retirement when there is no concurrent Good Reason). (In the case of termination preceding a change in control, references in the definition of "Good Reason" to conditions in effect immediately prior to a change in control shall be deemed to mean conditions in effect immediately prior to your termination.) References to actions by and employment with the Company shall include actions by and employment with the divisions and subsidiaries of the Company where the context so requires.

Appears in 1 contract

Samples: Change in Control Agreement (Enserch Corp)

Termination Associated With a Change in Control. If and only if any of the events described in Section 2 hereof constituting a change in control of the Company shall occur, you shall be entitled to the benefits provided in Section 4 hereof upon the termination of your employment as provided in this Section 3 within six (6) months prior to such change in control, or within six (6) months prior to and after the date that the Board of Directors of the Company authorizes a merger, consolidation or other transaction or event that if consummated would constitute a change in control and such action is consummated (collectively herein referenced to as "termination preceding a change in control"), or within three (3) years after such change in control, unless such termination is (a) because of your death, or Retirement on or after your Normal Retirement Date (that is, early retirement initiated by the Company shall be treated as a dismissal and not a voluntary early retirement), (b) by the Company for Cause or Disability or (c) by you other than for Good Reason (including voluntary early retirement when there is no concurrent Good Reason); provided, however, that notwithstanding clause (c), during the thirteenth through the eighteenth month following a change in control you may elect to voluntarily terminate your employment and be entitled to payments and benefits provided in Section 4. (In the case of termination preceding a change in control, references in the definition of "Good Reason" to conditions in effect immediately prior to a change in control shall be deemed to mean conditions in effect immediately prior to your termination.) References to actions by and employment with the Company shall include actions by and employment with the divisions and subsidiaries of the Company where the context so requires.

Appears in 1 contract

Samples: Change in Control Agreement (Enserch Corp)

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Termination Associated With a Change in Control. If and only if any of the events described in Section 2 hereof constituting a change in control of the Company shall occur, you shall be entitled to the benefits provided in Section 4 hereof upon the termination of your employment as provided in this Section 3 within six (6) months prior to such change in control, or within six (6) months prior to and after the date that the Board of Directors of the Company authorizes a merger, consolidation or other transaction or event that if consummated would constitute a change in control and such action is consummated (collectively herein referenced to as "termination preceding a change in control"), or within three (3) years after such change in control, unless such termination is (a) because of your death, or Retirement on or after your Normal Retirement Date (that is, early retirement initiated by the Company shall be treated as a dismissal and not a voluntary early retirement), (b) by the Company for Cause or Disability or (c) by you other than for Good Reason (including voluntary early retirement when there is no concurrent Good Reason). ) (In the case of termination preceding a change in control, references in the definition of "Good Reason" to conditions in effect immediately prior to a change in control shall be deemed to mean conditions in effect immediately prior to your termination.) References to actions by and employment with the Company shall include actions by and employment with the divisions and subsidiaries of the Company where the context so requires.

Appears in 1 contract

Samples: Change in Control Agreement (Enserch Exploration Inc)

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