Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 25 contracts
Samples: Retention Agreement (Netegrity Inc), Retention Agreement (Netegrity Inc), Retention Agreement (Netegrity Inc)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 24 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 19 contracts
Samples: Executive Retention Agreement (Kadant Inc), Executive Retention Agreement, Executive Retention Agreement (Kadant Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 19 contracts
Samples: Executive Retention Agreement (Biosphere Medical Inc), Executive Retention Agreement (Biosphere Medical Inc), Executive Retention Agreement (Network Engines Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 24 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 19 contracts
Samples: Executive Retention Agreement (Myriad Genetics Inc), Retention Agreement (Myriad Genetics Inc), Executive Retention Agreement (Myriad Genetics Inc)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the The Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall will be entitled to the following benefits:benefits if, during the Change in Control Employment Period, the Company terminates his employment without Cause or the Executive terminates his employment with the Company or any affiliated company for Good Reason.
Appears in 11 contracts
Samples: Employment Agreement (Virginia Financial Group Inc), Employment Agreement (Virginia Financial Group Inc), Employment Agreement (Fauquier Bankshares Inc)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 18 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 10 contracts
Samples: Employment Agreement (Thermo Electron Corp), Executive Retention Agreement (Viasys Healthcare Inc), Executive Retention Agreement (Viasys Healthcare Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) without Cause or by the Executive for Good Reason within 12 more than three (3) months prior to a Change of Control or more than twelve (12) months following the a Change in Control Dateof Control, then the Executive shall be entitled to receive, in lieu of any severance benefits to which Executive may otherwise be entitled under any severance plan or program of the following benefitsCompany (other than as provided in Section 3(g) of this Agreement), the benefits provided below:
Appears in 8 contracts
Samples: Employment Agreement (Cadence Pharmaceuticals Inc), Employment Agreement (Cadence Pharmaceuticals Inc), Employment Agreement (Cadence Pharmaceuticals Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control DateReason, then the Executive shall be entitled to the following benefits:
Appears in 6 contracts
Samples: Control Agreement (Myrexis, Inc.), Control Agreement (Myriad Pharmaceuticals, Inc.), Control Agreement (Myriad Pharmaceuticals, Inc.)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 18 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 6 contracts
Samples: Executive Change in Control Retention Agreement (Thermo Fisher Scientific Inc.), Control Retention Agreement (Thermo Fisher Scientific Inc.), Executive Change in Control Retention Agreement (Thermo Fisher Scientific Inc.)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the The Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall will be entitled to the following benefitsbenefits if, on or after a Change in Control, the Company or any Affiliated Company terminates his employment Without Cause or the Executive terminates his employment with the Company or any Affiliated Company for Good Reason:
Appears in 5 contracts
Samples: Executive Employmentagreement (National Bankshares Inc), Executive Employmentagreement (National Bankshares Inc), Executive Employment Agreement (National Bankshares Inc)
Termination Without Cause or for Good Reason. If the -------------------------------------------- Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 5 contracts
Samples: Opnet Technologies Inc, Opnet Technologies Inc, Opnet Technologies Inc
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 4 contracts
Samples: Executive Retention Agreement (Bottomline Technologies Inc), Executive Retention Agreement (Bottomline Technologies Inc), Retention Agreement (Arch Communications Group Inc /De/)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 the period from 60 days prior to the Change in Control Date to 24 months following the Change in Control Date, then then, subject to Section 4.2(a)(v) below, the Executive shall be entitled to the following benefits:
Appears in 4 contracts
Samples: Executive Retention Agreement (Bioclinica Inc), Executive Retention Agreement (Bio Imaging Technologies Inc), Employment Agreement (Bioclinica Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 4 contracts
Samples: Executive Retention Agreement (Bottomline Technologies Inc /De/), Executive Retention Agreement (Bottomline Technologies Inc /De/), Executive Retention Agreement (Bottomline Technologies Inc /De/)
Termination Without Cause or for Good Reason. If the -------------------------------------------- Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 3 contracts
Samples: Executive Retention Agreement (Banyan Systems Inc), Executive Retention Agreement (Banyan Systems Inc), Executive Retention Agreement (Banyan Systems Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 18 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 3 contracts
Samples: Executive Change in Control Retention Agreement (Thermo Fisher Scientific Inc.), Executive Change in Control Retention Agreement (Thermo Fisher Scientific Inc.), Control Retention Agreement (Thermo Fisher Scientific Inc.)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then then, provided that Executive has delivered to the Company (and the applicable revocation period has expired with respect to) the Release within 60 days of the Date of Termination, the Executive shall be entitled to the following benefitspayments and benefits paid on the same timing described in Section 4.1:
Appears in 3 contracts
Samples: Executive Retention Agreement (Aspen Technology Inc /De/), Executive Retention Agreement (Aspen Technology Inc /De/), Executive Retention Agreement (Aspen Technology Inc /De/)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months following the Change in Control Dateat any time, then the Executive shall be entitled to the following benefits:
Appears in 3 contracts
Samples: Retention Agreement, Executive Retention Agreement (Vistaprint LTD), Executive Retention Agreement (Storagenetworks Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason Reason, in each such case either (x) within 12 months following the Change in Control DateDate or (y) during a Potential Change in Control Period, then the Executive shall be entitled to the following benefits:
Appears in 3 contracts
Samples: Executive Retention Agreement (Epresence Inc), Executive Retention Agreement (Epresence Inc), Executive Retention Agreement (Epresence Inc)
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) Death), including without limitation a termination occurring by reason of the prevention by the Company of the renewal of the Executive's employment contract, or by the Executive for Good Reason within 12 36 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 2 contracts
Samples: Retention Agreement (Saucony Inc), Retention Agreement (Saucony Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability Disability, or death) or by the Executive for Good Reason within 12 twenty-four (24) months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 2 contracts
Samples: Restrictive Covenants Agreement (Arrow Electronics, Inc.), Restrictive Covenants Agreement (Arrow Electronics Inc)
Termination Without Cause or for Good Reason. If the Executive's -------------------------------------------- employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Samples: Opnet Technologies Inc
Termination Without Cause or for Good Reason. If Subject to Sections 4.4 and 4.8, if the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Samples: Executive Retention Agreement (Starent Networks, Corp.)
Termination Without Cause or for Good Reason. at any Time on or after the Change in Control Date. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months following at any time on or after the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. at any Time on or after the Change of Control Date. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 months at any time following the Effective Date but on or after the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 (i) eighteen (18) months following or (ii) six (6) months prior to the Change in Control Date, and it is reasonably demonstrated by the Executive that such termination of employment (A) was at the request of a third party who has taken steps reasonably calculated to effect a Change of Control or (B) otherwise arose in connection with or in anticipation of a Change of Control, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Samples: Executive Retention Agreement (Viasys Healthcare Inc)
Termination Without Cause or for Good Reason. If Subject to Section 4.4, if the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's ’s employment with by the Company is terminated by the Company (other than for Cause, Cause (and other than a termination due to Disability or death) before March 31, 2023, or by the Executive for Good Reason within 12 months following the Change in Control Datebefore March 31, 2023, then subject to Section 8(d), the Company shall pay or provide the Executive shall be entitled to with the following benefitsfollowing:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company and its affiliates is terminated (x) by the Company (other than for CauseCause (and other than due to death or Disability), Disability or death(y) or by the Executive for Good Reason Reason, in each case, within 12 months the twelve (12) month period following the occurrence of a Change in Control DateControl, then the Company shall pay or provide the Executive shall be entitled to with the following benefits, subject to the Executive’s continued compliance with the obligations in Sections 3 and 4 hereof:
Appears in 1 contract
Samples: Change in Control Severance Agreement (TAMINCO Corp)
Termination Without Cause or for Good Reason. If (w) there is an Anticipatory Termination, (x) the Executive is not offered continued employment by the Acquiring Corporation or (y) the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason on or within 12 months following the consummation of the Change in Control DateControl, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is terminated by the Company (other than for Cause, Disability or death) or by the Executive for Good Reason within 12 twenty-four (24) months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Samples: Executive Change in Control Retention Agreement (Arrow Electronics Inc)
Termination Without Cause or for Good Reason. If the Executive's ’s employment with by the Company is terminated by the Company (other than for Cause, Cause (and other than a termination due to Disability or death) before March 31, 2025, or by the Executive for Good Reason within 12 months following the Change in Control Datebefore March 31, 2025, then subject to Section 8(d), the Company shall pay or provide the Executive shall be entitled to with the following benefitsfollowing:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability Cause or deathDisability) or by the Executive for Good Reason within 12 24 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's employment with the Company is -------------------------------------------- terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 24 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Termination Without Cause or for Good Reason. If the Executive's ’s employment with the Company is terminated by the Company (other than for Cause, Disability or deathDeath) or by the Executive for Good Reason within 12 18 months following the Change in Control Date, then the Executive shall be entitled to the following benefits:
Appears in 1 contract
Samples: Employment Agreement (Thermo Fisher Scientific Inc.)