Common use of Termination Related to a Change in Control Clause in Contracts

Termination Related to a Change in Control. If a Change in Control occurs while this Agreement is in effect, and at any time during the nine month period beginning on the date of the first occurrence of such Change in Control either (i.) Executive’s employment is terminated by the Company for any reason other than Cause or the Executive’s Death or Disability, or (ii.) Executive terminates his or her employment for Good Reason, , the Company will pay Executive a Change in Control Severance Benefit as follows PROVIDED THAT Executive first fulfills the requirements of Section XVII: (a) An amount equal to Executive’s annual base salary as in effect on the date of termination or, if higher, the annual base salary as in effect prior to any reduction within the twelve (12) months preceding termination, payable as a lump sum on the later of the closing date on which a Change in Control transaction is completed, or 48 hours after the termination; (b) Continuation (or reimbursement for the cost of) all health and welfare benefits for Executive and his/her dependents for a period of 12 months following termination at the same or comparable levels of coverage.

Termination Related to a Change in Control. If a Change in Control occurs while this Agreement is in effect, and at any time during the nine month period beginning on the date of the first occurrence of such Change in Control either (i.) Executive’s employment is terminated by the Company for any reason other than Cause or the Executive’s Death or Disability, or (ii.) Executive terminates his or her employment for Good Reason, , the Company will pay Executive a Change in Control Severance Benefit as follows PROVIDED THAT Executive first fulfills the requirements of Section XVII: (a) An amount equal to Executive’s annual base salary as in effect on the date of termination or, if higher, the annual base salary as in effect prior to any reduction within the twelve (12) months preceding termination, payable as a lump sum on the later of the closing date on which a Change in Control transaction is completed, or 48 hours after the termination; (b) Continuation (or reimbursement for the cost of) all health and welfare benefits for Executive and his/her dependents for a period of 12 months following termination at the same or comparable levels of coverage.