Amendment to Change of Control Agreement Sample Clauses
Amendment to Change of Control Agreement. This Second Amendment to Change of Control Agreement is dated as of March 1, 2005 by and between NetBank, Inc. (the “Company”) and ▇▇▇▇▇ ▇. ▇▇▇▇▇ (the “Executive”). The Change of Control Agreement between the Company and the Executive dated as of April 1, 2003 as amended by the First Amendment to Change of Control Agreement dated as of March 1, 2004 (collectively, the “Original Change of Control Agreement”) is hereby further amended as follows:
Amendment to Change of Control Agreement. The Change of Control Agreement is hereby amended as follows:
(a) Section 3.1 of the Change of Control Agreement is hereby revised to designate the existing language of such section as subsection “(a)” and to add the following language as subsection (b): As of the date of this Agreement, the Company provides Executive with a life insurance benefit that pays the Executive’s designated beneficiary or the Executive’s estate, in the event of the Executive’s death while an employee of the Employer, an amount equal to two times the Executive’s base salary at the time of the Executive’s death, not to exceed $500,000. In the event that a Change of Control occurs, the Employer shall continue to make a similar benefit (providing for a payment equal to two times the Executive’s base salary on the date that the Change of Control is consummated, not to exceed $500,000) available to Executive, at Executive’s sole cost and expense, until the third anniversary of the date on which the Change of Control is consummated; provided that if the Employer’s current group life policy in effect as of the date of this Agreement shall have expired or been terminated prior to consummation of the Change of Control, the Employer’s obligation to make available to Executive the life insurance benefit contemplated by this paragraph for the three-year period following a Change of Control shall be only an obligation to use commercially reasonable efforts to make such benefit available to the Executive and the Employer can provide Executive no assurance that such a replacement benefit will be made available.
(c) The first sentence of Section 3.2 of the Change of Control Agreement is hereby deleted in its entirety and replaced with the following: Upon termination of this Agreement, the Employer shall have no further obligations to the Executive or the Executive’s estate with respect to this Agreement, except for the payment of amounts due under Section 3.1(a) and the continuation of the life insurance benefits under Section 3.1(b), in each case if owed.
Amendment to Change of Control Agreement