Termination After a Change in Control definition

Termination After a Change in Control means either of the following events occurring within twelve (12) months after a Change in Control: (i) termination by the Participating Company Group of the Optionee’s Service with the Participating Company Group for any reason other than for Cause (as defined below); or (ii) the Optionee’s resignation from all capacities in which the Optionee is then rendering Service to the Participating Company Group within a reasonable period of time following the event constituting a Constructive Termination (as defined below). Notwithstanding any provision herein to the contrary, Termination After a Change in Control shall not include any termination of the Optionee’s Service with the Participating Company Group which (1) is for Cause (as defined below); (2) is a result of the Optionee’s death or disability; (3) is a result of the Optionee’s voluntary termination of Service other than upon a Constructive Termination; or (4) occurs prior to the effectiveness of a Change in Control.
Termination After a Change in Control means either of the following events occurring upon or within twelve (12) months after a Change in Control: (i) termination by the Participating Company Group of the Participant’s Service for any reason other than for Cause (as defined in the Plan); or (ii) the Participant’s resignation from all capacities in which the Participant is then rendering Service within a reasonable period of time following the event constituting a Constructive Termination (as defined below). Notwithstanding any provision herein to the contrary, Termination After a Change in Control shall not include any termination of the Participant’s Service which (1) is for Cause (as defined in the Plan); (2) is a result of the Participant’s death or disability; (3) is a result of the Participant’s voluntary termination of Service other than upon a Constructive Termination; or (4) occurs prior to the effectiveness of a Change in Control.
Termination After a Change in Control means the occurrence of any of the following events upon, or within twelve (12) months after, the occurrence of a Change in Control: (i) termination by the Participating Company of your Service for any reason other than Cause, your death or your Disability; or (ii) failure by the Participating Company Group to renew an employment agreement under which you provide Service as an Employee, provided that you were willing and able to execute a new employment agreement providing terms and conditions substantially similar to those of the expiring employment agreement and to continue providing such Service; or (iii) your resignation for Good Reason from all capacities in which are you are then rendering Service.

Examples of Termination After a Change in Control in a sentence

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, the RSU Shares underlying your Outstanding RSUs (whether or not Vested) will be delivered, and any Transfer Restrictions will cease to apply.

  • In the event of your Qualifying Termination After a Change in Control, Conflicted Employment or death, each as described below, then Paragraph 9(a) will not apply, your Outstanding RSUs and Shares at Risk will be treated as described in this Paragraph 12, and, except as set forth in Paragraph 12(a), all other terms of this Award Agreement, including the other forfeiture and repayment events in Paragraphs 9 and 10, continue to apply.

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, any Transfer Restrictions will cease to apply.

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, the RSU Shares underlying your Outstanding Short-Term RSUs will be delivered.

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, the RSU Shares underlying your Outstanding RSUs will be delivered, and any Transfer Restrictions will cease to apply.

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, any Transfer Restrictions will cease to apply to your Shares at Risk.

  • If your Employment terminates when you meet the requirements of a Qualifying Termination After a Change in Control, the RSU Shares underlying your Outstanding Fixed Allowance RSUs will be delivered, and any Transfer Restrictions will cease to apply.

  • In the event of your Qualifying Termination After a Change in Control, Conflicted Employment or death, each as described below, your Outstanding RSUs and Shares at Risk will be treated as described in this Paragraph 9.

  • In the event of your Qualifying Termination After a Change in Control, Conflicted Employment or death, each as described below, your Outstanding Restricted Shares will be treated as described in this Paragraph 8.

  • In the event of your Qualifying Termination After a Change in Control, Conflicted Employment or death, each as described below, your Outstanding Short-Term RSUs will be treated as described in this Paragraph 10, and, except as set forth in Paragraph 10(a), all other terms of this Award Agreement, including the other forfeiture and repayment events in Paragraphs 8 and 9, continue to apply.


More Definitions of Termination After a Change in Control

Termination After a Change in Control means the occurrence of any of the following events upon, or within twelve (12) months after, a the occurrence of a Change in Control: (i) termination by the Participating Company of the Participant’s Service for any reason other than Cause, the Participant’s death or the Participant’s Disability; or (ii) failure by the Participating Company Group to renew an employment agreement under which the Participant provides Service as an Employee, provided that the Participant was willing and able to execute a new employment agreement providing terms and conditions substantially similar to those of the expiring employment agreement and to continue providing such Service; or (iii) the Participant’s resignation for Good Reason from all capacities in which the Participant is then rendering Service.
Termination After a Change in Control means the occurrence of any of the following events upon, or within twelve (12) months after, the occurrence of a Change in Control:
Termination After a Change in Control means the occurrence of either of the following events upon, or within eighteen (18) months after, a Change in Control: (i) termination by the Participating Company Group of the Participant’s Service for any reason other than Cause, the Participant’s death or the Participant’s Disability; or (ii) the Participant’s resignation from all capacities in which the Participant is then rendering Service within ninety (90) days following a reduction of the Participant’s base salary by fifteen percent (15%) or more without the Participant’s express written consent, provided that the Participant delivered written notice to the Participating Company employing the Participant of such reduction within thirty (30) days of its initial occurrence and the Participating Company has failed to cure such reduction within thirty (30) days following such written notice. WEST\21569960.2

Related to Termination After a Change in Control

  • Termination After Change in Control means either of the following events occurring within twelve (12) months after a Change in Control:

  • Termination Upon a Change in Control means a termination of Officer’s employment with Corporation within 12 months following a “Change in Control” that constitutes a Termination Other Than For Cause described in Section 2.1(b).

  • Change in Control means the occurrence of any of the following events:

  • 409A Change in Control means a "Change in Control" which also constitutes a change in ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company, all within the meaning of § 409A.

  • Change in Control Date means the date on which a Change in Control occurs.