BY RESIGNATION. A member who resigns shall give the Employer six (6) months notice in writing. The notice period may be waived by mutual agreement of the member and the Employer.
BY RESIGNATION. If Employee resigns, Employee shall be entitled to receive Employee’s Salary and Incentive Compensation only through the date of such resignation and Employee’s Option Shares shall be deemed vested only through the date of such resignation.
BY RESIGNATION. By the Executive upon providing thirty (30) days written notice to the Company, provided, however, that, in the event of termination by resignation, the Company will pay to Executive accrued but unpaid annual salary through the date of termination.
BY RESIGNATION. By discharge.
BY RESIGNATION. If Employee resigns with “Good Reason” (as defined below), this Agreement shall terminate but: (a) Employee shall continue to receive, Incentive Compensation in accordance with the terms and conditions of Addendum A and Employee’s Salary payable in periodic installments on Employer’s regular paydays, at the rate then in effect for a period of two years; and (b) all of Employee’s “Incentive Option Shares” (as such term is defined in this Agreement) shall be deemed vested. For purposes of this Agreement, “Good Reason” shall mean: (i) the assignment to Employee of duties inconsistent with the position and nature of Employee’s employment as President and Chief Operating Officer; for greater certainty the Employer being a development stage junior exploration company, the substantial and material reduction of the duties of Employee which is inconsistent with the position and nature of Employee’s employment as President, or the change of Employee’s title indicating a substantial and material change in the position and nature of Employee’s employment; (ii) a non-consensual, significant and substantial reduction in compensation and benefits that would diminish the aggregate value of Employee’s compensation and benefits without Employee’s written consent (except in the case of an equal reduction in salaries for all senior executives because of the financial condition of Employer); or (iii) the failure by Employer to obtain from any successor, an agreement to assume and perform this Agreement. If Employee resigns without Good Reason, Employee shall be entitled to receive Employee’s Salary and Incentive Compensation only through the date of such resignation and Employee’s Option Shares shall be deemed vested only through the date of such resignation.
BY RESIGNATION. If Employee resigns with “Good Reason” (as defined below), this Agreement shall terminate but: (a) Employee shall continue to receive, for a period of 4 months, Incentive Compensation in accordance with the terms and conditions of Addendum A and Employee’s Salary payable in periodic installments on Employer’s regular paydays, at the rate then in effect; and (b) all of Employee’s other compensation as set forth in paragraph 3, herein. For purposes of this Agreement, “Good Reason” shall mean: (i) the assignment to Employee of duties substantially and materially inconsistent with the position and nature of Employee’s employment, the substantial and material reduction of the duties of Employee which is inconsistent with the position and nature of Employee’s employment, or the change of Employee’s title indicating a substantial and material change in the position and nature of Employee’s employment; (ii) a reduction in compensation and benefits that would substantially diminish the aggregate value of Employee’s compensation and benefits without Employee’s written consent; (iii) the failure by Employer to obtain from any successor, an agreement to assume and perform this Agreement; or (iv) a corporate “Change In Control” (as defined below). For purposes of this Agreement, “Change In Control” shall mean (1) a merger or consolidation in which securities possessing 12 Initial ISH Initial YS more than fifty percent (50%) of the total combined voting power of Employer’s outstanding securities are transferred to a person or persons different from the persons holding those securities immediately prior to such transaction in a transaction approved by the stockholders, or the sale, transfer, or other disposition of more than fifty percent (50%) of the total combined voting power of Employer’s outstanding securities to a person or persons different from the persons holding those securities immediately prior to such transaction; or (2) the sale, transfer or other disposition of all or substantially all of the Employer’s assets in complete liquidation or dissolution of Employer other than in connection with a transaction described in Section 6.1(1) above. If Employee resigns without Good Reason, Employee shall be entitled to receive Employee’s Salary and Incentive Compensation only through the date of such resignation.
BY RESIGNATION. If Xxxxxxxxxx resigns with “Good Reason” (as defined below), this Agreement shall terminate but: (a) Xxxxxxxxxx shall continue to receive, through the end of the Term of this Agreement, Incentive Compensation in accordance with the terms and conditions of Addendum A and Xxxxxxxxxx’x Salary payable in periodic installments on Rubicon’s regular paydays, at the rate then in effect; and (b) all of Xxxxxxxxxx’x “Option Shares” (as such term is defined in this Agreement) shall remain exercisable by Xxxxxxxxxx for the entire five (5) year term. For purposes of this Agreement, “Good Reason” shall mean: (i) the assignment to Xxxxxxxxxx of duties substantially and materially inconsistent with the position and nature of Xxxxxxxxxx’x employment, the substantial and material reduction of the duties of Xxxxxxxxxx which is inconsistent with the position and nature of Xxxxxxxxxx’x employment, or the change of Xxxxxxxxxx’x title indicating a substantial and material change in the position and nature of Xxxxxxxxxx’x employment; (ii) a reduction in compensation and benefits that would substantially diminish the aggregate value of Xxxxxxxxxx’x compensation and benefits without Xxxxxxxxxx’x written consent; (iii) the failure by Rubicon to obtain from any successor, an agreement to assume and perform this Agreement; or (iv) a corporate “Change In Control” (as defined below). For purposes of this Agreement, “Change In Control” shall mean (1) a merger or consolidation in which securities possessing more than fifty percent (50%) of the total combined voting power of Rubicon’s outstanding securities are transferred to a person or persons different from the persons holding those securities immediately prior to such transaction in a transaction approved by the stockholders, or the sale, transfer, or other disposition of more than fifty percent (50%) of the total combined voting power of Rubicon’s outstanding securities to a person or persons different from the persons holding those securities immediately prior to such transaction; or (2) the sale, transfer or other disposition of all or substantially all of the Rubicon’s assets in complete liquidation or dissolution of Rubicon other than in connection with a transaction described in Section 6.1(1) above. If Xxxxxxxxxx resigns without Good Reason, Xxxxxxxxxx shall be entitled to receive Xxxxxxxxxx’x Salary and Incentive Compensation only through the date of such resignation and Xxxxxxxxxx’x Option Shares shall be deemed owned by Xxxxx...
BY RESIGNATION. If Employee resigns for any reason, Employee will be entitled to accrued but unpaid Base Salary and accrued benefits through the effective date of Employee’s resignation. Upon termination of Employee’s employment by resignation, except for the obligations set forth in this subsection e), the obligations of the Company to make any further payments or to provide any further benefits to Employee under this Agreement will cease and terminate.
BY RESIGNATION. If Employee resigns with “Good Reason” (as defined below), this Agreement shall terminate but: (a) Employee shall receive the immediate payout of all salary through the end of the term of this agreement, but in no event less than an amount equal to the last twelve months of salary paid to Employee and (b) all of Employee’s “Options” (as such term is defined in this Agreement) shall be deemed vested. For purposes of this Agreement, “Good Reason” shall mean: (i) the assignment to Employee of duties inconsistent with the position and nature of Employee’s employment, the reduction of the duties of Employee which is inconsistent with the position and nature of Employee’s employment, or the change of Employee’s title indicating a change in the position and nature of Employee’s employment; (ii) a reduction in compensation and benefits of Employee without Employee’s written consent; (iii) the failure by Employer to obtain from any successor, an agreement to assume and perform this Agreement; (iv) a corporate “Change In Control” (as defined below). For purposes of this Agreement, “Change In Control” shall mean (1) a merger or consolidation (except those detailed in Addendum A, section 2,) in which securities possessing more than fifty percent (50%) of the total combined voting power of Employer’s outstanding securities are transferred to a person or persons different from the persons holding those securities immediately prior to such transaction in a transaction approved by the stockholders, or the sale, transfer, or other disposition of more than fifty percent (50%) of the total combined voting power of Employer’s outstanding securities to a person or persons different from the persons holding those securities immediately prior to such transaction; or (2) the sale, transfer or other disposition of all or substantially all of the Employer’s assets in complete liquidation or dissolution of Employer other than in connection with a transaction described in Section 6.1(1) above. If Employee resigns without Good Reason, Employee shall be entitled to receive Employee’s Salary and Incentive Compensation only through the date of such resignation and Employee’s Options shall be deemed vested only through the date of such resignation.
BY RESIGNATION. Executive may terminate employment with the Company at any time upon thirty (30) calendar days’ prior written notice to the Company. The Company reserves the right to waive this notice period or any portion thereof and accelerate Executive’s separation date accordingly; provided that the Company shall pay to Executive his Base Salary though the full notice period.
