DISABILITY BUY-SELL Sample Clauses

DISABILITY BUY-SELL. In the event a Shareholder becomes “totally and permanently disabled” and remains so for a period of [number] months from the onset of the disability, the disabled Shareholder (or his/her legal representative) shall sell and the Corporation and/or the nondisabled Shareholder(s) shall buy the disabled Shareholder’s interest under the terms set forth below. For purposes of this Agreement the definition of “total and permanent disability” shall be consistent with the definition of total disability contained in any disability buyout policies insuring the Shareholder. In the absence of any disability buyout policy the determination shall be consistent with any group long-term disability insurance policy held by the Corporation. In the absence of either of such policies, “total and permanent disability” shall mean a mental or physical condition or impairment (however caused) that is subject to continuing medical, psychiatric and/or rehabilitative treatment and that renders it impossible, as a practical matter, for that disabled Shareholder to perform and discharge his/her major responsibilities and duties as an employee and/or officer of the Corporation, and shall be determined by a physician licensed to practice medicine in the State of Michigan selected by the Corporation who shall render a written report within 30 days after his/her appointment and which report shall be binding and conclusive on all parties to this Agreement.
Sample 1
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DISABILITY BUY-SELL. The parties acknowledge that they are not presently providing for insurance to fund cross purchases in the event of a Stockholder disability. They shall continue to give consideration to doing so, and shall amend this Agreement appropriately in the event they elect to make provision for such a buy-out.
Sample 1

Related to DISABILITY BUY-SELL

  • Disability If, as a result of the Executive's incapacity due to physical or mental illness, the Executive shall have been absent from his duties with the Company on a full-time basis for six months and within 30 days after written notice of termination is thereafter given by the Company the Executive shall not have returned to the full-time performance of the Executive's duties, the Company may terminate this Agreement for "Disability."

  • Disability Termination The term "Disability Termination" for ---------------------- purposes of this Agreement shall mean a termination of Executive's employment on or after the date Executive has a right immediately upon such termination to receive disability income benefits under SunTrust's long term disability plan or any successor to or replacement for such plan.

  • Disability; Retirement If, as a result of your incapacity due to physical or mental illness, You shall have been absent from the full-time performance of your duties with the Company for 6 consecutive months, and within 30 days after written notice of termination is given You shall not have returned to the full-time performance of your duties, your employment may be terminated for "Disability." Termination of your employment by the Company or You due to your "Retirement" shall mean termination in accordance with the Company's retirement policy, including early retirement, generally applicable to its salaried employees or in accordance with any retirement arrangement established with your consent with respect to You.

  • Disability/Disabled For the purpose of this Agreement, an Executive will be considered disabled if:

  • Termination for Permanent Disability If Executive’s employment is terminated by the Company for Permanent Disability, Executive shall be entitled to receive (i) Executive’s fully earned but unpaid base salary, through the date of termination at the rate then in effect, plus all other amounts to which Executive is entitled under any compensation plan or practice of the Company at the time such payments are due, (ii) an amount equal to Executive’s annual base salary as in effect immediately prior to the date of termination, payable in a lump sum as soon as administratively practicable but in any event no later than two and one-half (2 1/2) months following the date of termination, (iii) an amount equal to Executive’s Bonus for the year in which the date of termination occurs prorated for the period during such year Executive was employed prior to the date of termination, payable in a lump sum as soon as administratively practicable but in any event no later than two and one-half (2 1/2) months following the date of termination, and (iv) for the period beginning on the date of termination and ending on the date which is twelve (12) full months following the date of termination (or, if earlier, the date on which Executive accepts employment with another employer that provides comparable benefits in terms of cost and scope of coverage), the Company shall pay for and provide Executive and his or her dependents with healthcare and life insurance benefits which are substantially the same as the benefits provided to Executive immediately prior to the date of termination, including, if necessary, paying the costs associated with continuation coverage pursuant to COBRA. In addition, if Executive’s employment is terminated by the Company for Permanent Disability, the vesting and/or exercisability of Executive’s outstanding Stock Awards shall be automatically accelerated on the date of termination as to the number of shares that would vest over the twelve (12) months following Executive’s date of termination under the applicable vesting schedules had Executive remained continuously employed by the Company during such period. Except as otherwise provided above with respect to accelerated vesting, if Executive’s employment is terminated by Permanent Disability, the provisions of the award agreements governing Executive’s Stock Awards regarding the exercisability of such Stock Awards following Executive’s disability shall apply.

  • Permanent Disability Permanent Disability" shall mean Employee's physical or mental incapacity to perform his or her usual duties with such condition likely to remain continuously and permanently as determined by Employer.

  • Disability; Death If the Company terminates Executive’s employment as a result of Executive’s Disability, or Executive’s employment terminates due to Executive’s death, then Executive will not be entitled to receive any other severance or other benefits, except for those (if any) as may then be established under the Company’s then existing written severance and benefits plans and practices or pursuant to other written agreements with the Company.

  • Disability of Optionee If the Optionee ceases to be a Service Provider as a result of the Optionee’s Disability, this Option may be exercised for a period of twelve (12) months after the date of such termination (but in no event later than the expiration date of this Option as set forth in the Notice of Grant) to the extent that the Option is vested on the date of such termination. To the extent that Optionee does not exercise this Option within the time specified herein, the Option shall terminate.

  • Long-Term Disability The Employer agrees to provide Long Term Disability benefits for active full-time employees after fifty-two (52) weeks if an Employee is unable to perform any occupation (reasonably suited by means of training, education or experience). The Plan will provide for sixty-six and two thirds percent (66 2/3%) of an Employee's basic monthly earnings to a maximum of $1,500.00. Coverage would cease the date an Employee attains normal retirement age.

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