Breach by the Executive Sample Clauses

Breach by the Executive. Both parties to this Agreement recognize that the services to be rendered under this Agreement by the Executive are special, unique and extraordinary in character, and that in the event of the breach by the Executive of the terms and conditions of this Agreement to be performed by the Executive, FAFCO shall be entitled, if it so elects, to institute and prosecute proceedings consistent with the provisions of Section 14, either in law or in equity, to obtain damages for any breach of this Agreement or to enforce the specific performance thereof by the Executive.
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Breach by the Executive. The Executive acknowledges that a violation by him of any provision of Section 2 of this Agreement (each, a “Business Protection Covenant”) may cause irreparable injury to the Farmers Companies, and that there may be no adequate remedy at law for such violation. Therefore, the Executive agrees that, in addition to any other remedies for his violation of a Business Protection Covenant available to the Farmers Companies, which shall include the recovery of all damages incurred, as well as reasonable attorney’s fees and other costs, (i) the Farmers Companies shall have the right, in the event of the breach or threatened breach of a Business Protection Covenant, to seek an injunction and/or temporary restraining order against such breach or threatened breach and/or to specifically enforce such Business Protection Covenant, (ii) the duration of such Business Protection Covenant shall be extended by the period of the breach and any litigation with respect thereto, and (iii) the Company shall have the right to recover the payment made pursuant to Section 3 hereof, but the Executive’s obligations under this Agreement shall remain in full force and effect.
Sample 1
Breach by the Executive. Both parties recognize that the services to be rendered under this Agreement by the Executive are special, unique and extraordinary in character, and that in the event of a breach by Executive of the material terms and conditions of the obligations to be performed by him hereunder, the Company shall be entitled, if it so elects, to institute and prosecute proceedings in any court of competent jurisdiction, either in law or in equity, to obtain damages for any breach of this Agreement, or to enforce the specific performance thereof by the Executive. Without limiting the generality of the foregoing, the parties acknowledge that a breach by the Executive of his material obligations under Sections 6, 7 or 8 could cause the Company irreparable harm for which no adequate remedy at law would be available in respect thereof and that therefore upon proof of the same the Company would be entitled to seek injunctive relief with respect thereto.
Sample 1
Breach by the Executive. The Company's obligations to the Executive under this Agreement are contingent on the Executive's performance of his agreements and obligations under this Agreement. Any material breach by Executive of his obligations under this Agreement will result in the immediate cancellation of all Executive stock options, the immediate termination of Executive's employment, as well as entitle the Company to all its other remedies in law or equity, including but not limited to a claim for reimbursement of all amounts paid to the Executive hereunder.
Sample 1
Breach by the Executive. The Executive acknowledges that in the event of a material breach of any term of this Agreement, the Company shall be entitled to any and all relief available, including but not limited to the right to reimbursement for any of the consideration paid to the Executive under the terms of this Agreement, with the exception of the first of the 78 bi-weekly payments contemplated by section 9(d)(ii) as outlined in Appendix B hereto, said payment being deemed sufficient consideration for the Executive’s execution of the Release; the right to cease any further payments or benefits otherwise due under the terms of this Agreement; injunctive relief; attorney fees; and reimbursement for all costs expended by the Company in securing such relief.
Sample 1
Breach by the Executive. The Executive acknowledges that in the event of a material breach of any term of this Agreement, the Company shall be entitled to any and all relief available, including but not limited to the right to reimbursement for any of the consideration paid to the Executive under the terms of this Agreement, with the exception of the first of the monthly installment payments contemplated by Section 4(b)(iii) of the Employment Agreement as more fully described in Appendix A hereto, said payment being deemed sufficient consideration for the Executive’s execution of the release of claims provided in this Agreement; the right to cease any further payments or benefits otherwise due under the terms of this Agreement; injunctive relief; attorney fees; and reimbursement for all costs expended by the Company in securing such relief. Prior to taking any action as a result of the Executive’s material breach of any term of this Agreement, the Company agrees that it shall provide the Executive with prior written notice of the alleged breach and a reasonable opportunity to cure said breach, but no more than seven (7) business days need be provided.
Sample 1
Breach by the Executive. In addition to the remedies specified in Section 5(a), if the Executive breaches or threatens to breach any covenant, agreement, obligation, representation or warranty made in this Agreement, then the Company’s obligations under Section 2(b) of this Agreement (and, thus, Section 3(a) of the Change in Control Agreement) shall immediately terminate and the Company shall have the right to recover all payments made to or for the benefit of the Executive hereunder or thereunder, but the Executive’s obligations under this Agreement shall remain in full force and effect; provided, however, that the foregoing shall apply in the event of a breach or threatened breach of any covenant, agreement or obligation, representation or warranty that relates to a claim under the Age Discrimination in Employment Act (the “ADEA”) only if and to the extent permitted by the ADEA. The foregoing remedies shall be in addition to, and not in lieu of, any other remedy, at law or in equity, that the non-breaching Party may have in connection with the breach or threatened breach.
Sample 1
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Related to Breach by the Executive

  • Termination by the Executive The Executive may terminate employment hereunder at any time for any reason, including but not limited to, Good Reason. For purposes of this Agreement, “Good Reason” shall mean that the Executive has completed all steps of the Good Reason Process (hereinafter defined) following the occurrence of any of the following events without the Executive’s consent (each, a “Good Reason Condition”):

  • By the Executive The Executive may terminate the Employment at any time with a three-month prior written notice to the Company or by payment of three months’ salary in lieu of notice. In addition, the Executive may resign prior to the expiration of the Agreement if such resignation or an alternative arrangement with respect to the Employment is approved by the Board.

  • Termination by the Executive Without Good Reason The Executive may terminate his employment on his own initiative for any reason upon 30 days’ prior written notice to the Company; provided, however, that during such notice period, the Executive shall reasonably cooperate with the Company (at no cost to the Executive) in minimizing the effects of such termination on the Company Group. Such termination shall have the same consequences as a termination for Cause under Section 6.2.

  • Resignation by the Executive Executive may voluntarily resign from his employment with the Company, provided that Executive shall provide the Company with thirty (30) days advance written notice (which notice requirement may be waived, in whole or in part, by the Company in its sole discretion) of his intent to resign. If Executive so terminates his employment with the Company, other than in accordance with Section 4.5, the Company shall have no obligation other than the payment of the Accrued Obligations to the effective date of such termination.

  • By the Executive Without Good Reason The Executive may terminate his employment without Good Reason at any time upon sixty (60) days’ notice to the Company. The Board may elect to waive such notice period or any portion thereof but, in such event, will pay to the Executive the Base Salary for the period so waived.

  • Voluntary Termination by the Executive The Executive may voluntarily terminate his employment with the Company at any time prior to the expiration of the term of this Agreement. Such termination shall constitute a voluntary termination and, in such event, the Executive shall be limited to the same rights and benefits as applicable to the termination for Cause, as described in Section 10(c) above.

  • ACKNOWLEDGMENTS BY THE EXECUTIVE The Executive acknowledges that (a) prior to and during the Employment Period and as a part of his employment, the Executive has been and will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) because the Executive possesses substantial technical expertise and skill with respect to the Employer’s business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Termination by the Employee The Employee may terminate this Agreement at any time, for any reason or for no reason at all, by giving notice thereof to the Corporation at least thirty (30) days before the effective date of such termination. The Employment Period shall terminate as of the date of such termination of employment.

  • By the Executive Other than for Good Reason The Executive may terminate his employment hereunder other than for Good Reason (as defined in Section 5(f) below) at any time upon the provision of 60 days written notice to the Company. In the event of termination of the Executive pursuant to this Section 5(e), the Board may elect to waive the period of notice or any portion thereof.

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

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