Common use of Termination Following Change in Control Clause in Contracts

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s death; (ii) the Executive’s Disability (as defined in Section 3(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 9 contracts

Samples: Severance Compensation Agreement (MSC Software Corp), Severance Compensation Agreement (MSC Software Corp), Severance Compensation Agreement (MSC Software Corp)

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Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive voluntarily for Good Reason or by the Company unless such termination by the Company is as a result of (i) the Executive’s death; 's Death, (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as Cause(as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 8 contracts

Samples: Change of Control Agreement (Unifi Inc), Change of Control Agreement (Unifi Inc), Change of Control Agreement (Unifi Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 7 contracts

Samples: Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company within eighteen months of the Change in Control of the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 7 contracts

Samples: Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company within twenty-four months of the Change in Control of the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 3 contracts

Samples: Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc), Severance Compensation Agreement (O Charleys Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s employment with the Company by the Executive voluntarily for Good Reason or by the Company unless such termination by the Company is as a result of (i) the Executive’s death; Death, (ii) the Executive’s Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s termination by the Company for Cause (as Cause(as defined in Section 3(d) below); or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 2 contracts

Samples: Change of Control Agreement (Unifi Inc), Change of Control Agreement (Unifi Inc)

Termination Following Change in Control. (a) If a Change in Control of --------------------------------------- the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 5 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 2 contracts

Samples: Severance Compensation Agreement (Newport Corp), Severance Compensation Agreement (Newport Corp)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 2 contracts

Samples: Severance Compensation Agreement (Structural Dynamics Research Corp /Oh/), Change in Control Agreement (Calnetics Corp)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s employment 's Employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 2 contracts

Samples: Severance Compensation Agreement (Bath National Corp), Severance Compensation Agreement (Bath National Corp)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Severance Compensation Agreement (O Charleys Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s employment with the Company by the Executive voluntarily for Good Reason or by the Company unless such termination by the Company is as a result of (i) the Executive’s death; Death, (ii) the Executive’s Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Change of Control Agreement (Unifi Inc)

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Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive voluntarily for Good Reason or by the Company unless such termination by the Company is as a result of (i) the Executive’s death; 's Death, (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Change of Control Agreement (Unifi Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company (as hereinabove defined) shall have occurred been consummated while the Executive is still an employee of the CompanyBancorp or any subsidiary thereof, including the Company that employs the Executive at the time of the consummation of the Change of Control (the “Employer Corporation”), the Executive shall be entitled to the compensation provided in Section 4 of this Agreement upon the subsequent termination of the Executive’s employment with the Company Employer Corporation (i) by the Executive for Good Reason (as defined in Section 3(e) below), or (ii) by the Company Employer Corporation, unless such termination is as a the result of (i) the Executive’s death; (ii) the Executive’s . Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s or Retirement (as defined in Section 3(c) below); (iv) the Executive’s , a termination by the Company of Executive for Cause (as defined in Section 3(d) below); , or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Severance Compensation Agreement (Foothill Independent Bancorp)

Termination Following Change in Control. (a) If a Change in Control of the Company Corporation shall have occurred while the Executive is still an employee of the CompanyCorporation, (or the Board adopts a resolution to the effect that a potential Change in Control for purposes of this Agreement has occurred), then the Executive shall be entitled to the compensation provided in Section 4 5 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive Corporation or by the Company Executive, unless such termination is as a result of of: (i) the Executive’s 's death; (ii) the Executive’s 's Permanent Disability (as defined in Section 3(b4(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company Corporation for Cause (as defined in Section 3(d4(c) below); or (viv) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e4(d) below).

Appears in 1 contract

Samples: Executive Severance Agreement (Aames Financial Corp/De)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of (i) the Executive’s 's death; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s 's Retirement (as defined in Section 3(c) below); (iv) the Executive’s Executive termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Severance Agreement (Corporatefamily Solutions Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 upon the subsequent termination of the Executive’s employment with the Company by the Executive or by the Company within eighteen months of the Change in Control of the Company unless such termination is as a result of (i) the Executive’s death; (ii) the Executive’s Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s termination by the Company for Cause (as defined in Section 3(d) below); or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Severance Compensation Agreement (O Charleys Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company shall have occurred while the Executive is still an employee of the Company, the Executive shall be entitled to the compensation provided in Section 4 hereof upon the subsequent termination of the Executive’s 's employment with the Company by the Executive or by the Company unless such termination is as a result of of: (i) the Executive’s 's death; ; (ii) the Executive’s 's Disability (as defined in Section 3(b(3)(b) below); ; (iii) the Executive’s Retirement (as defined in Section 3(c) below); (iv) the Executive’s 's termination by the Company for Cause (as defined in Section 3(d) below); or or (viv) the Executive’s 's decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Executive Severance Agreement (Trinity Industries Inc)

Termination Following Change in Control. (a) If a Change in Control of the Company (as hereinabove defined) shall have occurred been consummated while the Executive is still an employee of the CompanyBancorp or any subsidiary thereof, including the Company that employs the Executive at the time of the consummation of the Change of Control (the “Employer Corporation”), the Executive shall be entitled to the compensation provided in Section 4 of this Agreement upon the subsequent termination of the Executive’s employment with the Company Employer Corporation (i) by the Executive for Good Reason (as defined in Section 3(e) below), or (ii) by the Company Employer Corporation, unless such termination is as a the result of (i) the Executive’s death; (ii) the Executive’s , Disability (as defined in Section 3(b(3)(b) below); (iii) the Executive’s or Retirement (as defined in Section 3(c) below); (iv) the Executive’s , a termination by the Company of Executive for Cause (as defined in Section 3(d) below); , or (v) the Executive’s decision to terminate employment other than for Good Reason (as defined in Section 3(e) below).

Appears in 1 contract

Samples: Severance Compensation Agreement (Foothill Independent Bancorp)

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