Common use of Termination in Connection with Change in Control Clause in Contracts

Termination in Connection with Change in Control. In the event that during the Term, a Change in Control of the Company occurs and, within 9 months prior or 12 months following such Change in Control, this Agreement and the Executive’s employment is terminated by the Company or its successor without Cause as described in Section 2(d) or is terminated for Good Reason by the Executive as described in Section 2(e), then in lieu of any payment that might be provided under such Section 2(d) or 2(e), as applicable, of this Agreement, the Executive will be entitled to the following payments and benefits from the Company or its successors: (i) Payment of the Accrued Obligations as described in Section 2(a); (ii) Payment of an amount equal to 2 (two) times the Executive’s Base Salary plus an amount equal to 2 (two) times target annual incentive compensation in effect on the date of the Executive’s termination of employment, provided that for purposes of this Section 2(f)(ii), Base Salary shall not be reduced for any disability benefits as described under Section 2(b)(i) (nor shall Base Salary be deemed to include any disability benefits payable under Sections 2(b)(ii) – (v)). Except as otherwise prohibited by applicable Federal or state law or regulation and as otherwise reasonably requested by the Executive, the payment due under this Section 2(f)(ii) shall be paid immediately following the date of termination and be made in accordance with the Company’s normal payroll practices. (iii) Payment of any accrued but unpaid annual incentive award, which shall be paid pursuant to the terms of the applicable incentive plan; and (iv) A lump sum payment equal to 18 months of COBRA premiums for the coverage Executive had in place, if any, at the date of termination of employment, at the rate of premium in effect at the date of termination of employment, paid within 60 days of termination of employment.

Termination in Connection with Change in Control. In the event that during the Term, a Change in Control of the Company occurs and, within 9 months prior or 12 months following such Change in Control, this Agreement and the Executive’s employment is terminated by the Company or its successor without Cause as described in Section 2(d) or is terminated for Good Reason by the Executive as described in Section 2(e), then in lieu of any payment that might be provided under such Section 2(d) or 2(e), as applicable, of this Agreement, the Executive will be entitled to the following payments and benefits from the Company or its successors: (i) Payment of the Accrued Obligations as described in Section 2(a); (ii) Payment of an amount equal to 2 1.5 (twoone and one-half) times the Executive’s Base Salary plus an amount equal to 2 1.5 (twoone and one-half) times target annual incentive compensation in effect on the date of the Executive’s termination of employment, provided that for purposes of this Section 2(f)(ii), Base Salary shall not be reduced for any disability benefits as described under Section 2(b)(i) (nor shall Base Salary be deemed to include any disability benefits payable under Sections 2(b)(ii) – (v)). Except as otherwise prohibited by applicable Federal or state law or regulation and as otherwise reasonably requested by the Executive, the payment due under this Section 2(f)(ii) shall be paid immediately following the date of termination and be made in accordance with the Company’s normal payroll practices. (iii) Payment of any accrued but unpaid annual incentive award, which shall be paid pursuant to the terms of the applicable incentive plan; and (iv) A lump sum payment equal to 18 months of COBRA premiums for the coverage Executive had in place, if any, at the date of termination of employment, at the rate of premium in effect at the date of termination of employment, paid within 60 days of termination of employment.

Termination in Connection with Change in Control. In the event that during the Term, a Change in Control of the Company occurs and, within 9 months prior or 12 months following such Change in Control, this Agreement and the Executive’s employment is terminated by the Company or its successor without Cause as described in Section 2(d) or is terminated for Good Reason by the Executive as described in Section 2(e), then in lieu of any payment that might be provided under such Section 2(d) or 2(e), as applicable, of this Agreement, the Executive will be entitled to the following payments and benefits from the Company or its successors: (i) Payment of the Accrued Obligations as described in Section 2(a); (ii) Payment of an amount equal to 2 (two) ___ times the Executive’s Base Salary plus an amount equal to 2 (two) ___ times target annual incentive compensation in effect on the date of the Executive’s termination of employment, provided that for purposes of this Section 2(f)(ii), Base Salary shall not be reduced for any disability benefits as described under Section 2(b)(i) (nor shall Base Salary be deemed to include any disability benefits payable under Sections 2(b)(ii) – (v)). Except as otherwise prohibited by applicable Federal or state law or regulation and as otherwise reasonably requested by the Executive, the payment due under this Section 2(f)(ii) shall be paid immediately following the date of termination and be made in accordance with the Company’s normal payroll practices. (iii) Payment of any accrued but unpaid annual incentive award, which shall be paid pursuant to the terms of the applicable incentive plan; and (iv) A lump sum payment equal to 18 months of COBRA premiums for the coverage Executive had in place, if any, at the date of termination of employment, at the rate of premium in effect at the date of termination of employment, paid within 60 days of termination of employment.