Common use of Termination Following a Change of Control and After Clause in Contracts

Termination Following a Change of Control and After. the Second Anniversary of the Effective Date. If such termination of employment occurs following a Change of Control and after the second anniversary of the Effective Date, the Accrued Rights, but without further payments or benefits hereunder, however, Executive shall be entitled (albeit without duplication of amounts payable in respect of the Accrued Rights) to be covered by the Company's Change of Control Severance Pay Plan, substantially in the form of Exhibit B (the "NEW CHANGE OF CONTROL SEVERANCE PLAN"). Notwithstanding the foregoing, the aggregate amounts payable to Executive pursuant to this Section 7(c)(iii) shall be reduced by the present value of any other cash severance or termination benefits payable to Executive under any other plans, programs or arrangements of the Company or its affiliates including, without limitation, under the New Change of Control Severance Plan. Following Executive's termination of employment by the Company without Cause (as defined herein or under the Existing Change in Control Severance Plan) (other than by reason of Executive's death or Disability) or by Executive's resignation for Good Reason (or resignation pursuant to Section 4(c) of the Existing Change in Control Severance Plan), except as set forth in this Section 7(c), Executive shall have no further rights to any compensation or any other benefits under this Agreement.