This excerpt taken from the UTEK 8-K filed Feb 3, 2006.
Effect of Change of Control or Corporate Transaction. In the event of a Change of Control or a Corporate Transaction, and within one (1) year following such Change of
Control or Corporate Transaction, either the Executive terminates his employment with the Company with Good Reason or the Company terminates his employment for any reason other than for Cause, then, subject to the Executives execution of a release and non-disparagement agreement in a form acceptable to the Company, the Executive shall be entitled to the following in lieu of, and not in addition to, the entitlements described in Sections 6.2 and 7.2.2:
(i) a lump sum cash payment, payable within ten (10) days after the date of the termination of the Executives employment equal to the sum of (A) any accrued but unpaid Base Salary as of the date of such termination, (B) any earned but unpaid portions of Annual Bonuses in respect of fiscal years completed prior to the date of the termination of the Executives employment, (C) any compensation deferred under any deferred compensation plan and (D) any unreimbursed business expenses due under Section 4.2.1 of this Agreement;
(ii) a monthly payment in each of the twenty four (24) months following the date of the termination of the Executives employment in an amount equal to one-twelfth (1/12th) of the Executives annual Base Salary in effect immediately prior to such termination (or, if greater, his annual Base Salary in effect immediately prior to the Change of Control or Corporate Transaction);
(iii) if the Executive elects to continue his medical coverage under COBRA, reimbursement by the Company of such COBRA costs for a period of up to eighteen (18) months following the termination of his employment; provided, however, that the Companys obligation under this Section 8.2(iii) shall be reduced to the extent that comparable medical coverage is provided by a subsequent employer;
(iv) accelerating of the vesting of the Executives stock options and other equity awards, and extension of time to exercise any vested stock options, as provided in Section 3.3.2; and
(v) such employee benefits described in Section 4.1 as the Executive or his estate may be entitled to hereunder or under the employee benefit plans, programs and arrangements of the Company.