At the Election of the Company without Cause. The Company may terminate the Employee’s employment hereunder without Cause at any time upon ten (10) days prior written notice to the Employee.
At the Election of the Company without Cause. The Company may, immediately and unilaterally, terminate the Executive’s employment and this Agreement at any time without cause upon written notification to the Executive.
(i) If the Company so terminates pursuant to this Section 8.2 (i.e., none of the matters specified in Section 8.1 have occurred), all unvested Options will continue to vest in accordance with Section 6.4 of this Agreement, and the expiration date for exercise of all vested Options granted to the Executive shall be determined in accordance with the terms of the Company’s 2005 Equity Incentive Plan. In the event of a termination without cause initiated by the Company, the Company shall pay the Executive a severance payment (“Severance Payment”) equivalent to twelve (12) months of the Executive’s then current Base Salary at the time of termination, made payable in installments in accordance with the Company’s pay period practices.
(ii) If the Company so terminates pursuant to this Section 8.2 and such termination occurs within twelve months following a Sale or Merger Event, then (A) the Severance Payment shall be an amount equivalent to twelve (12) months of the Executive’s then current Base Salary and Bonus at the time of termination (calculated at 100% of the potential Bonus amount), and payable in installments in accordance with the Company’s pay period practices, and (B) provided Executive adheres to the non-competition provision of Section 10.3 for the full 12 months following termination of employment, the Company shall pay to Executive as an additional Severance Payment an additional amount equivalent to twelve (12) months of the Executive’s then current Base Salary and Bonus at the time of termination, such additional amount to be paid in a lump sum on the one year anniversary of the termination of employment. The Severance Payment under either scenario is contingent upon Executive’s execution of a general release of claims in a form acceptable to the Company, and complies with the post termination obligations imposed upon him by Section 10 of this Agreement. Except as described in Section 6.4 of this Agreement and in this Section 8.2, the Company shall have no other obligations to the Executive in the event that the Executive’s employment is terminated pursuant to this Section 8.2. Termination of the Executive’s employment without cause pursuant to this Section 8.2 shall be in addition to and without prejudice to any other right or remedy to which the Company may be entitled at la...
At the Election of the Company without Cause. The Company may terminate Executive's employment upon a month’s prior written notice under this Agreement without Cause, in which event, then in addition to the Accrued Payments, Executive will be eligible to receive a Severance Package (as defined below) subject to Section 4.6. The severance benefits payable to Executive (the "Severance Package") will consist of twelve (12) months of Executive’s Base Salary then in effect on the Termination Date, with such cash severance payments payable to Executive in substantially equal monthly installments commencing as of the last day of the month of the Termination Date (provided however that the first installment will not be paid until the Section 4.6 Release has become effective and further provided that such first installment will be a larger amount to account for the passage of time following the Termination Date in case such first payment occurs more than one month after its scheduled date of payment).
At the Election of the Company without Cause. The Company may, immediately and unilaterally, terminate the Executive’s employment and this AGREEMENT at any time for any reason upon written notification to the Executive. If the Company so terminates pursuant to this Section 8.2, and subject to the Executive’s execution of the General Release attached hereto as Exhibit B, and further subject to Executive’s continued compliance with the obligations imposed upon him by Article 10 of this AGREEMENT, the Company shall pay to the Executive severance compensation (“Severance”) equal to one (1) times the Executive’s then-current annual Base Salary, less applicable withholding taxes. The Severance shall be paid in two equal payments as follows: one half (1/2) of Severance on the day immediately following the effective date of the General Release executed by the Executive, and one half (1/2) of Severance on the 180th day immediately following termination. In the event of a termination without cause under this Section 8.2, the Executive shall be provided for a period of twelve (12) months with health and medical benefits substantially identical to those to which he was entitled immediately prior to termination. Furthermore, in the event of a termination without cause under this Section 8.2, and notwithstanding anything to the contrary contained in this AGREEMENT or in the Plan, all of the unvested Options then held by the Executive shall accelerate and shall immediately vest, and all vested Options held by the Executive (including those which vested through acceleration) shall be exercisable by the Executive at any time in the one year and ninety (90) days following his termination. Any termination of the Executive’s employment without cause pursuant to this Section 8.2 shall be in addition to and without prejudice to any other right or remedy to which the Company may be entitled at law, in equity, or under this AGREEMENT.
At the Election of the Company without Cause. The Company may, immediately and unilaterally, terminate the Executive’s employment and this Agreement at any time without cause upon written notification to the Executive. If the Company so terminates pursuant to this Section 8.2 (i.e., none of the matters specified in Section 8.1 have occurred), all unvested Options will continue to vest in accordance with Section 6.4 of this Agreement, and the expiration date for exercise of all vested Options granted to the Executive shall be determined in accordance with the terms of the Company’s 2005 Equity Incentive Plan. In the event of a termination without cause initiated by the Company, the Company shall pay the Executive a severance payment (“Severance Payment”) equivalent to six (6) months of the Executive’s then current Base Salary at the time of termination, made payable in installments in accordance with the Company’s pay period practices. The Severance Payment is contingent upon Executive’s execution of the General Release attached hereto as Exhibit A, and subject to Executive’s continued compliance with the obligations imposed upon him by Section 10 of this Agreement. Any fringe benefits provided to the Executive during his employment pursuant to this Agreement may be continued, if permitted by law, by the Executive at his own expense. Except as described in Section 6.4 of this Agreement and in this Section 8.2, the Company shall have no other obligations to the Executive in the event that the Executive’s employment is terminated pursuant to this Section 8.2. Termination of the Executive’s employment without cause pursuant to this Section 8.2 shall be in addition to and without prejudice to any other right or remedy to which the Company may be entitled at law, in equity, or under this Agreement.
At the Election of the Company without Cause. If the Company terminates Executive's employment under this Agreement without Cause, then in addition to the Accrued Payments, Executive will be eligible to receive a Severance Package (as defined below) subject to Section 5.6. The severance benefits payable to Executive (the "Severance Package") will consist of the following:
5.4.1 Twenty four (24) months of Executive’s Base Salary then in effect on the Termination Date, with such cash severance payments payable to Executive in substantially equal monthly installments commencing as of the last day of the month of the Termination Date (provided however that the first installment will not be paid until the Section . Release has become effective and further provided that such first installment will be a larger amount to account for the passage of time following the Termination Date in case such first payment occurs more than one month after its scheduled date of payment);
5.4.2 The Company agrees to pay the Company's portion of the premiums required to continue Executive’s (and his dependents) group health insurance benefits for twenty four (24) months after the Termination Date under the applicable provisions of COBRA, provided that Executive timely elects to continue and remains eligible for these benefits under COBRA, and does not obtain health insurance benefits through another employer during this period. Executive shall provide advance written notice to the Company informing the Company when the Executive is offered or becomes eligible for other group health insurance benefits in connection with new employment. In addition, if periodically requested by the Company, the Executive will provide the Company with written confirmation that he has not been offered other group health insurance benefits.
At the Election of the Company without Cause. Haulynx may terminate the Employee’s employment hereunder without Cause at any time upon ten (10) days prior written notice to the Employee. At its election, Haulynx may continue the Employee’s Base Salary for a period of ten (10) days following termination of his employment in lieu of such notice.
At the Election of the Company without Cause. The Company may terminate Consultant’s consultancy hereunder without Cause at any time upon thirty (30) days’ prior written notice to Consultant.
At the Election of the Company without Cause. The Company may terminate Vendor's Executive Services upon a month’s prior written notice under this Agreement without Cause, in which event, then in addition to the Accrued Payments, Vendor will be eligible to receive a Compensation Package (as defined below) subject to Section 4.7. The compensation benefits payable to Vendor (the "Compensation Package")
(i) in the event termination without cause is effective on or before March 31, 2013, will consist of the balance of the initial term or eighteen (18) months, whichever is greater;
(ii) in the event termination without cause is effective between April 1, 2013 and on or before March 31, 2014, will consist of the balance of the initial term or twelve (12) months, whichever is greater;
(iii) in any other event, will consist of six (6) months of Vendor’s Base Payment then in effect on the Termination Date, with such cash compensation payments payable to Vendor in substantially equal monthly installments commencing as of the last day of the month of the Termination Date (provided however that the first installment will not be paid until the Section 4.6 Release has become effective and further provided that such first installment will be a larger amount to account for the passage of time following the Termination Date in case such first payment occurs more than one month after its scheduled date of payment).
At the Election of the Company without Cause. The Company may terminate the Employee's employment and this Agreement at any time without Cause by giving one hundred and twenty (120) days' advance written notice to the Employee. During this 120-day period the Employee will be available on a full-time basis for the benefit of the Company. However, the Company grants the Employee the reasonable right to pursue other employment during this period. The Company shall pay the Employee his base salary rate for the entire portion of this 120-day period, whether or not the Company requires the Employee to perform services during this entire period. If, however, the Employee accepts any employment with any other organization during any portion of the foregoing 120-day period or breaches his obligations under the Non-Disclosure Agreement as defined in Section 8 hereof, further payments by the Company to the Employee shall cease upon the earlier to occur of (i) the effective date of such other employment or (ii) a breach of the Non-Disclosure Agreement. Any cessation of payments for breach of the Company's Non-Disclosure Agreement shall be in addition to, and not as an alternative to, any other remedies in law or in equity available to the Company, including the right to specific performance or any injunction.
