Adjustments Upon Termination Sample Clauses

Adjustments Upon Termination. 4.2.1. If Executive's services to the Company terminate pursuant to Sections 4.1.1 or 4.1.2 hereof, (a) the Company shall continue to make payments to Executive or Executive's heirs, successors or legal representatives, as the case may be, in accordance with Section 3.1 hereof until twelve (12) months after the date of such death or Disability (less the amount of any payments made to the Executive under any long-term disability plan of the Company) and (b) notwithstanding any provision to the contrary in any Avid stock plan, or under the terms of any grant, award agreement or form for exercising any right under any such plan, any stock options or restricted stock awards held by Executive as of the date of death or Disability shall become exercisable or vested, as the case may be, as to an additional number of shares equal to the number that would have been exercisable or vested as of the end of the 12 month period immediately following the date of death or Disability. The Company shall have no other liability or obligation under this Agreement to Executive's executors, legal representatives, administrators, heirs or assigns or any other person claiming under or through Executive. 4.2.2. If Executive's services to the Company terminate pursuant to Section 4.1.3 or 4.1.5 hereof, (a) all payments and benefits provided to Executive under this Agreement shall cease as of the effective date of such termination, except that Executive shall be entitled to any amounts earned, accrued or owing but not yet paid under Section 3.1 above and any benefits due in accordance with the terms of any applicable benefits plans and programs of the Company and (b) all vesting of all stock options then held by the Executive shall immediately cease as of the date of such termination. 4.2.3. If Executive's services to the Company terminate pursuant to Section 4.1.4 or 4.1.6 hereof, (a) the Company shall continue to make payments to Executive in accordance with Section 3.1 hereof until twelve (12) months after the effective date of such termination (the "Severance Pay Period"), (b) the Company shall pay Executive incentive compensation for the year in which the Termination occurred, in the amount of Executive's target award multiplied by the applicable actual plan payout factor and pro rated by the number of months Executive is employed by the Company during the year of Termination; the bonus will be paid in a lump sum on or about the date on which the Company pays bonuses to senior ...
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Adjustments Upon Termination. Notwithstanding any other provision of this Agreement: (1) If the Executive's employment with the Company terminates during the Term pursuant Section 3(A)(4) (by the Company, without Cause) or Section 3(A)(5) (by the Executive, for Good Reason), then, for a twelve (12) month period immediately following the date of such termination, the Company will continue to pay the Executive a base salary at a rate equal to that at which he was being paid at the time of termination, and (subject to Section 3(D) below), will likewise continue to provide the Executive with the benefits that he was receiving at the time of termination (or, if the Company is unable to do so because such benefits may only be provided to current employees, subject to the provisions of Section 3(D) it will provide the Executive with the cash value thereof). In addition to the payments and benefits specified above, the Company will pay the Executive on the date of termination a lump sum payment for all accrued unused vacation time. It is agreed and understood that the Company's duty to make the payments and provide the benefits described in this Section 3(C)(1) shall be conditioned upon the Executive's execution of a satisfactory general release in favor of the Company and the Executive's compliance with Section 5 hereof. (2) If the Executive's employment with the Company terminates during the Term other than pursuant to Section 3(A)(4) (by the Company, without Cause) or Section 3(A)(5) (by the Executive, with Good Reason), then the rights of the Executive to receive future compensation pursuant to Section 2 and Section 3(C)(1) hereof, and all other rights of the Executive hereunder, will cease as of the date of such termination except as may be required by law. As of the date of such termination, the Executive shall receive a lump sum payment for all accrued unpaid wages and accrued unused vacation time.
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Adjustments Upon Termination. If, upon termination, a non-instructional bargaining unit member has taken more vacation days than would have been accrued at the rate specified in this Article, the non- instructional bargaining unit member shall repay the Board the value of vacation days taken in excess of the amount accrued. Should said member not voluntarily repay the Board, he/she shall be responsible to the Board for its costs of collection, including reasonable attorneys’ fees, in addition to the value of vacation days taken in excess of the amount accrued.
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Adjustments Upon Termination. A. If termination for cause is effected by the Board, an equitable adjustment in the fee provided for in this Agreement shall be made, but: (i) no amount shall be allowed for anticipated profits on unperformed services; and (ii) any payment due to the Consultant at the time of termination may be adjusted to the extent of any additional costs occasioned to the Board by reason of the Consultant's default. B. If termination for cause is effected by the Consultant, or if termination for convenience is effected by the Board, an equitable adjustment in the fee shall be made, including a reasonable profit on unperformed services. The equitable adjustment for any termination shall provide for payment to the Consultant for services rendered and reimbursable expenses incurred prior to the termination. C. Upon termination either for cause or convenience, the Board may take over the Project and prosecute the same to completion, by agreement with another party or otherwise. Any work taken over by the Board for completion will be completed at the Board’s risk, and the Board will hold harmless the Consultant from all claims and damages arising out of improper use of the Consultant's work.
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Adjustments Upon Termination. Upon an actual termination of the Agreement or upon the effectiveness of an election for the Joint Operations to be excluded from Subchapter K of Chapter I of the Code (permitted only with the consent of all parries) : a) The Capital Accounts shall be adjusted for the gain or loss which would be allocable to each party from a sale of all assets at fair market value, determined in the same manner as provided in the provisions hereof relating to Capital Accounts; b) Any party having a deficit balance Capital Account shall satisfy such deficit by contribution of cash for distribution to the other parties on or before the later of the end of the taxable year of the Joint operations or 90 days after termination; c) If the credit balances of all Capital Accounts are in the same ratio as the ratio in which assets of the Joint Operations are then owned, no adjustment in ownership shall be required: d) otherwise, if (c) does not apply, each party whose Capital Account balance is less than the fair market value of this ownership interest in assets of the Joint Operations, after giving effect to (a) if applicable, shall (i) contribute cash to the Joint Operations for distribution to other parties in an amount sufficient to eliminate such deficiency, (ii) assign to other parties particular assets of the Joint Operations otherwise owned by such party having a fair market value sufficient to eliminate such deficiency, of (iii) assign to other parties an undivided portion of all assets of the Joint Operations otherwise owned by such party having a fair market value sufficient to eliminate such deficiency; e) If (d) applies and a party with a deficiency has not made payment or assignments under (i) or (ii) within 60 days after notice of such deficiency by Reading & Bates Development Co., option (iii) shall applx; xxd f) All assignments made or required under this paragraph shall be in recordable form by special warranty, free of all liability, claims and encumbrances created by the assigning party.
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Adjustments Upon Termination. Upon any termination of this Agreement or ---------------------------- any Related Agreement by either Xxxxxxx, Xxxxx or PBS for any reason or no reason, PBS shall refund to Xxxxxxx, Xxxxx any Annual Amount or Actual Operating Costs or Business Expansion Costs paid to PBS prior to the date such termination is effective but which relate to the period after such date. Xxxxxxx, Xxxxx shall remain liable for any Business Expansion Costs incurred by it prior to termination.
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Adjustments Upon Termination 
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Related to Adjustments Upon Termination

  • Payments Upon Termination A. Upon termination of the Executive's employment hereunder, the Company shall be obligated to pay and the Executive shall be entitled to receive, on the pay date for the pay period in which the termination occurs, all accrued and unpaid Base Salary to the date of termination. In addition, the Executive shall be entitled to any benefits to which he is entitled under the terms of any applicable employee benefit plan or program or applicable law. B. Except as provided in Section 7(A), upon termination of the Executive's employment by the Company without Cause or by the Executive due to Good Reason, in addition to the amount set forth in Section 6(A), the Company shall be obligated to pay, and the Executive shall be entitled to receive, (i) Base Salary for a period of three years and (ii) continued medical and dental benefits for a period of three years at no cost to the Executive. The Company may cease all payments of Base Salary and bonus under this Section 6(B) in the event of a willful breach by the Executive of the provisions of Sections 8, 9 or 10 of this Agreement or any inadvertent breach that continues after notice given to the Executive by the Company. As a condition precedent to the receipt of any of the severance benefits hereunder the Executive hereby agrees to execute a release of claims against the Company and its affiliates in form and substance reasonably satisfactory to the Company. C. In the event Executive elects to terminate employment as set forth in Section 5(F) then in such event any options not vested as set forth in Section 3(B) shall terminate. D. Upon any termination or expiration of the Executive's employment hereunder pursuant to Section 5, the Executive shall have no further liability or obligation under or in connection with this Agreement; provided, however, that the Executive shall continue to be subject to the provisions of Sections 8, 9, 10, 11 and 12 hereof (it being understood and agreed that such provisions shall survive any termination or expiration of the Executive's employment hereunder for any reason). Upon any Voluntary Termination by the Executive (other than a resignation by the Executive for Good Reason), or expiration of Executive's employment agreement, the Company shall have no further liability under or in connection with this Agreement, except to pay the portion of the Executive's Base Salary earned or accrued at the date of termination.

  • Payment Upon Termination In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. The City shall have no obligation to compensate Consultant for work not verified by logs or timesheets.

  • Withdrawals upon Termination 27.4.1 Notwithstanding anything to the contrary contained in this Agreement, all amounts standing to the credit of the Escrow Account shall, upon Termination, be appropriated in the following order: (a) all taxes due and payable by the Concessionaire for and in respect of the Project; (b) 55% (fifty five per cent) of Debt Due excluding Subordinated Debt; (c) outstanding Annual Concession Fee; (d) all payments and Damages certified by the Authority as due and payable to it by the Concessionaire; (e) incurred or accrued O&M Expenses; (f) retention and payments relating to the liability for defects and deficiencies set forth in Article 35; (g) outstanding Debt Service including the balance of Debt Due; (h) outstanding Subordinated Debt; (i) any other payments required to be made under this Agreement; and (j) balance, if any, in accordance with the instructions of the Concessionaire: Provided that no appropriations shall be made under Sub-clause (j) of this Clause 27.4.1 until a Vesting Certificate has been issued by the Authority under the provisions of Clause 34.4. 27.4.2 The provisions of this Article 27 and the instructions contained in the Escrow Agreement shall remain in full force and effect until the obligations set forth in Clause 27.4.1 have been discharged.

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