Death; Disability; Involuntary Termination Sample Clauses

Death; Disability; Involuntary Termination. If any one of the following events occurs on or prior to the Delivery Date: (1) the Participant’s death, (2) the Participant’s termination due to Disability, (3) termination by the Company without Cause or (4) a resignation by the Participant with Good Reason, then the vested Restricted Stock Units shall be settled in accordance with Section 3.
Sample 1
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Death; Disability; Involuntary Termination. Notwithstanding the provisions of Exhibit A, in the event Employee dies, becomes permanently disabled or is Voluntarily Terminated prior to all Phantom Equity becoming vested (the date on which such event occurs or is effective being the "Accelerated Vesting Date"), all nonvested Phantom Equity shall immediately fully vest (i) in the case of death or Involuntary Termination, upon the Accelerated Vesting Date as if the Vesting Schedule had been completed, and (ii) in the case of permanent disability, in accordance with the Vesting Schedule irrespective of whether employment continues or is terminated. In either such case, the Phantom Equity may be redeemed by Employee (or Employee's estate, legal guardian, or person who acquires the Phantom Equity by reason of bequest or inheritance) any time during the Special Redemption Period (as defined in the Plan) following such Accelerated Vesting Date (as defined in the Plan), and during subsequent Redemption Periods in the event of permanent disability, at "Market Value" as set forth in Section 5B(2) of the Plan. As used herein, "permanent disability" shall have the same meaning as the term "Total Disability" has in the Long Term Disability Plan of the Company. (iv) Six-Month Restriction. Notwithstanding anything to the contrary herein, if Employee is then an officer, director or affiliate of the Company at a time when the Company has securities registered under the Securities Exchange Art of 1934, as amended, the Phantom Equity may not be redeemed prior to the expiration of six months from the date of grant hereof (except in the event of the death or incapacity of Employee prior to the expiration of such six-month period), and thereafter any voluntary redemption that results in the receipt of cash shall be exercisable only during a period beginning on the third business day and ending on the twelfth business day following the date of release by the Company for publication of quarterly and annual summary statements of sales and earnings. (v) Notwithstanding any other provision hereof, the Phantom Equity shall not be redeemable in any event after the expiration of six years from the date of grant hereof, provided, that the provision shall not terminate redemptions requested prior to the end of such six-year period until such redemptions have been fully paid and all disputes resolved in accordance with the provisions of the Plan. 2.5
Sample 1
Death; Disability; Involuntary Termination. If any one of the following events occurs on or prior to the Scheduled Vesting Date: (1) the Participant’s death, (2) the Participant’s termination due to Disability, (3) termination by the Company without Cause, or (4) a resignation by the Participant with Good Reason, then the Earned Units (if any) shall equal the number of Units the Participant would have vested in if the Participant remained employed through the Scheduled Vesting Date, as determined on the Determination Date, pro-rated by multiplying that number of Units by a fraction, the numerator of which is the number of full or partial months elapsed since the first date of the Performance Period to the date of termination and the denominator of which is 36. Following the Determination Date, the pro-rated Earned Units shall be settled in accordance with Section 3.
Sample 1

Related to Death; Disability; Involuntary Termination

  • Death, Disability, Retirement This Agreement shall terminate upon the death, disability or retirement of Executive. As used in this Agreement, the term "disability" shall mean Executive's inability, as a result of physical or mental incapacity, to substantially perform his duties with the Bank for a period of 180 consecutive days. Any question as to the existence of Executive's disability upon which the Executive and the Bank cannot agree shall be determined by a qualified independent physician mutually agreeable to Executive and the Bank or, if the parties are unable to agree upon a physician within ten (10) days after notice from either to the other suggesting a physician, by a physician designated by the then president of the medical society for the county in which Executive maintains his principal residence, upon the request of either party. The costs of any such medical examination shall be borne by the Bank. If Executive is terminated due to disability he shall be paid 100% of his Base Salary at the rate in effect at the time notice of termination is given for the remainder of the Employment Term, payable in substantially equal monthly installments less, in each case, any disability payments otherwise payable under plans provided by the Bank for disability or any governmental social security or workers compensation program, and actually paid to Executive in substantially equal monthly installments.

  • Death; Disability If Executive’s employment terminates due to Executive’s death or Disability, then the Company shall pay or provide Executive (or the legal representative of his estate in the case of his death) with:

  • Termination for Cause, or Termination Upon Death, Disability or Resignation from the Company Without Good Reason If Executive’s employment shall terminate as a result of Executive’s death pursuant to Section 3(a)(i) or Disability pursuant to Section 3(a)(ii), pursuant to Section 3(a)(iii) for Cause, or pursuant to Section 3(a)(vi) for Executive’s resignation from the Company without Good Reason, then Executive shall not be entitled to any severance payments or benefits, except as provided in Section 3(c).

  • Death, Disability or Retirement Subject to the provisions of Section 1 hereof, this Agreement shall terminate automatically upon the Executive's death, termination due to "Disability" (as defined below) or voluntary retirement under any of the Company's retirement plans as in effect from time to time. For purposes of this Agreement, Disability shall mean the Executive has met the conditions to qualify for long-term disability benefits under the Company's policies, as in effect immediately prior to the Effective Date.

  • Retirement, Death or Disability If the Executive’s employment terminates during the Term of this Agreement due to his death, a disability that results in his collection of any long-term disability benefits, or retirement at or after age 62, the Executive (or the beneficiaries of his estate) shall be entitled to receive the compensation and benefits that the Executive would otherwise have become entitled to receive pursuant to subsection (d) hereof upon a resignation without Good Reason.

  • Involuntary Termination “Involuntary Termination” shall mean (i) without the Employee’s express written consent, the significant reduction of the Employee’s duties or responsibilities relative to the Employee’s duties or responsibilities in effect immediately prior to such reduction; provided, however, that a reduction in duties or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Chief Financial Officer of Company remains as such following a Change of Control and is not made the Chief Financial Officer of the acquiring corporation) shall not constitute an “Involuntary Termination”; (ii) without the Employee’s express written consent, a substantial reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) without the Employee’s express written consent, a material reduction by the Company in the Base Compensation or Target Incentive of the Employee as in effect immediately prior to such reduction, or the ineligibility of the Employee to continue to participate in any long-term incentive plan of the Company; (iv) a material reduction by the Company in the kind or level of employee benefits to which the Employee is entitled immediately prior to such reduction with the result that the Employee’s overall benefits package is significantly reduced; (v) the relocation of the Employee to a facility or a location more than 50 miles from the Employee’s then present location, without the Employee’s express written consent; (vi) any purported termination of the Employee by the Company which is not effected for death or Disability or for Cause; or (vii) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 10 below.

  • Involuntary Termination of Employment If the Executive exercises his withdrawal rights pursuant to Subsection 2.2, and the Executive's employment with the Bank is involuntarily terminated for any reason including termination due to disability of the Executive, but excluding termination for Cause, or termination following a Change in Control, within thirty (30) days of such involuntary termination of employment, the Bank shall be required to record a final Phantom Contribution in an amount equal to: (i) the full Phantom Contribution required for the Plan Year in which such involuntary termination occurs, if not yet made, plus (ii) the present value (computed using a discount rate equal to the Interest Factor) of all remaining Phantom Contributions.

  • Termination of Employment Due to Death, Disability, or Retirement If the Optionee’s termination of employment is due to death, Disability, or Retirement (termination on or after age 65), or if Optionee terminates employment after age 55, the following shall apply:

  • Death or Disability The Executive's employment shall terminate automatically upon the Executive's death during the Employment Period. If the Company determines in good faith that the Disability of the Executive has occurred during the Employment Period (pursuant to the definition of Disability set forth below), it may give to the Executive written notice in accordance with Section 12(b) of this Agreement of its intention to terminate the Executive's employment. In such event, the Executive's employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Executive (the "Disability Effective Date"), provided that, within the 30 days after such receipt, the Executive shall not have returned to full-time performance of the Executive's duties. For purposes of this Agreement, "Disability" shall mean the absence of the Executive from the Executive's duties with the Company on a full-time basis for 180 consecutive business days as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician selected by the Company or its insurers and acceptable to the Executive or the Executive's legal representative.

  • Voluntary Termination Executive may voluntarily terminate Executive’s employment for any reason upon 30 days’ prior written notice. In such event, after the effective date of such termination, except as provided in Section 2.2 with respect to a resignation for Good Reason, no further payments shall be due under this Agreement, except that Executive shall be entitled to any benefits accrued in accordance with the terms of any applicable benefit plans and programs of the Company.

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