Common use of Vesting Upon Change in Control Clause in Contracts

Vesting Upon Change in Control. Notwithstanding anything to the contrary in this Agreement, including Section (D): (I) In the event of a Change of Control Transaction or a Change of Control in which the acquiring or surviving company in the transaction does not assume or continue outstanding Awards upon the Change of Control or Change of Control Transaction, immediately prior to such transactions, then if these Options are not assumed or continued as described above, then any portion of these Options that were not vested shall become 100 percent vested and exercisable effective immediately prior to the consummation of such Change of Control or Change of Control Transaction; and (II) If Optionee’s employment shall terminate within twenty-four months of a Change of Control or a Change of Control Transaction other than for Misconduct, any Options not previously vested shall immediately become vested and exercisable upon such employment termination and such Options shall be excercisable until the earlier of: (1) the Expiration Date; or (2) three months from the date of termination.

Vesting Upon Change in Control. Notwithstanding anything to the contrary in this Agreement, including Section (D): (I) In the event of a Change of Control Transaction or a Change of Control in which the acquiring or surviving company in the transaction does not assume or continue outstanding Awards upon the Change of Control or Change of Control Transaction, immediately prior to such transactions, then if these Options are not assumed or continued as described above, then any portion of these Options that were not vested shall become 100 percent vested and exercisable effective immediately prior to the consummation of such Change of Control or Change of Control Transaction; and (II) If Optionee’s employment shall terminate within twenty-four months of a Change of Control or a Change of Control Transaction other than for Misconduct, any Options not previously vested shall immediately become vested and exercisable upon such employment termination and such Options shall be excercisable exercisable until the earlier of: (1) the Expiration Date; or (2) three months from the date of termination.

Vesting Upon Change in Control. Notwithstanding anything to the contrary in this Agreement, including Section (D): (I) In the event of a Change of Control Transaction or a Change of Control in which the acquiring or surviving company in the transaction does not assume or continue outstanding Awards upon the Change of Control or Change of Control Transaction, immediately prior to such transactions, then if these Options are not assumed or continued as described above, then any portion of these Options that were not vested shall become 100 percent vested and exercisable effective immediately prior to the consummation of such Change of Control or Change of Control Transaction; and (II) If OptioneeGrantee’s employment with the Corporation shall terminate within twenty-four months of following a Change of Control or a Change of Control Transaction other than for Misconduct(i) Misconduct or for cause, as determined by the Corporation in its sole discretion, or (ii) voluntary termination, any Options not previously vested shall immediately become vested and exercisable upon such employment termination and such Options shall be excercisable exercisable until the earlier of: (1) the Expiration Date; or (2) three months one year from the date of termination.

Vesting Upon Change in Control. Notwithstanding anything to the contrary in this Agreement, including Section (D): (I) In the event of a Change of Control Transaction or a Change of Control in which the acquiring or surviving company in the transaction does not assume or continue outstanding Awards upon the Change of Control or Change of Control Transaction, immediately prior to such transactions, then if these Options are not assumed or continued as described above, then any portion of these Options that were not vested shall become 100 percent vested and exercisable effective immediately prior to the consummation of such Change of Control or Change of Control Transaction; and (II) If Optionee▇▇▇▇▇▇▇’s employment with the Corporation shall terminate within twenty-four months of a Change of Control or a Change of Control Transaction other than for Misconduct, any Options not previously vested shall immediately become vested and exercisable upon such employment termination and such Options shall be excercisable exercisable until the earlier of: (1) the Expiration Date; or (2) three months from the date of termination.