Common use of Compensation Upon Change in Control Clause in Contracts

Compensation Upon Change in Control. Notwithstanding any other provision in this Agreement, if there is a “change in control” of the Corporation (as hereinafter defined) during the Term of this Agreement, and within twelve (12) months thereafter, either (1) the Executive is terminated Without Cause (as hereinafter defined in section F) or (2) the Executive’s responsibilities are significantly reduced and, as a result, the Executive terminates his employment pursuant to section J, the Executive shall be entitled to the compensation and benefits set forth below. For purposes of this provision, it shall not be considered a significant reduction in the Executive’s responsibilities if changes in these responsibilities are those that would be normally anticipated as a result of the Corporation becoming a subsidiary or a division of another company and thus no longer a separately traded public company, provided that the Executive has responsibilities that would customarily be associated with those of a vice president, sales and marketing, of a subsidiary or a sales manager of a division of a public company.

Compensation Upon Change in Control. Notwithstanding any other provision in this Agreement, if there is a “change in control” of the Corporation (as hereinafter defined) during the Term of this Agreement, and within twelve (12) months thereafter, either (1) the Executive is terminated Without Cause (as hereinafter defined in section F) or (2) the Executive’s responsibilities are significantly reduced and, as a result, the Executive terminates his employment pursuant to section J, the Executive shall be entitled to the compensation and benefits set forth below. For purposes of this provision, it shall not be considered a significant reduction in the Executive’s responsibilities if changes in these responsibilities are those that would be normally anticipated as a result of the Corporation becoming a subsidiary or a division of another company and thus no longer a separately traded public company, provided that the Executive has responsibilities that would customarily be associated with those of a vice president, sales and marketing, chief financial officer of the Corporation as a subsidiary or a sales manager of a division of a public private company.

Compensation Upon Change in Control. Notwithstanding any other provision in this Agreement, if there is a “change in control” of the Corporation (as hereinafter defined) during the Term of this Agreement, Agreement and within twelve (12) months thereafter, either (1) the Executive is terminated Without Cause (as hereinafter defined in section F) or (2) the Executive’s responsibilities are significantly reduced and, as a result, the Executive terminates his employment pursuant to section J, the Executive shall be entitled to the compensation and benefits set forth below. For purposes of this provision, it shall not be considered a significant reduction in the Executive’s responsibilities if changes in these responsibilities are those that would be normally anticipated as a result of the Corporation becoming a subsidiary or a division of another company and thus no longer a separately traded public company, provided that the Executive has responsibilities that would customarily be associated with those of a vice president, sales president and marketing, chief executive officer of a subsidiary or a sales general manager of a division of a public companycomparable to the Corporation.