Common use of Termination Upon Change of Control or Without Cause Clause in Contracts

Termination Upon Change of Control or Without Cause. If (a) a Change in Control occurs prior to the three year anniversary of the Effective Time and, within one year following such Change of Control, (i) Employee voluntarily terminates his/her employment because he/she has been reassigned to a position of lesser rank or status or because he/she has been transferred to a location which is more than 25 miles from his/her previous principal place of employment, or because his/her base salary or incentive compensation has been reduced, or because his/her benefits have been reduced (unless such reduction is made uniformly in a plan of general application to all of Norstan’s eligible employees); or (ii) Employee’s employment with Norstan, the Corporation and any subsidiary of the Corporation is terminated by such employers without Cause, (b) prior to a Change of Control, Employee’s employment with Norstan, the Corporation and any subsidiary of the Corporation is terminated by such employers without Cause prior to the one year anniversary of the Effective Time, or (c) Employee’s employment with Norstan, the Corporation and any subsidiary of the Corporation is terminated by such employers without Cause on or after the one year anniversary of the Effective Time, then Employee shall receive the following compensation and benefits: