Early Termination by the Board Sample Clauses

Early Termination by the Board. Notwithstanding the foregoing, this Agreement shall be subject to unilateral termination by the Company if the Board determines in good faith that Executive is no longer a key management employee to be provided the rights contained herein and so notifies Executive in writing; provided, however, that such determination may not be made, and if made shall have no effect, if a Change in Control shall have occurred or during any period of time when the Company has knowledge that any person or group has taken steps reasonably calculated to effect a Change in Control until, in the opinion of the Board, the third person has abandoned or terminated his or its efforts to effect a Change in Control.
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Early Termination by the Board. If, during the Employment Period, the Company terminates the Executive’s employment, other than for Death or Disability or Cause, the Company shall pay the amounts and provide the benefits described below to the Executive and shall, at its sole expense as incurred, provide the Executive with outplacement services, the scope and provider of which shall be selected by the Executive in the Executive’s sole discretion. The payments and benefits provided pursuant to this paragraph (b) of Section 5 are intended as liquidated damages for a termination of the Executive’s employment by the Company (other than termination for Cause) and shall be the sole and exclusive remedy therefor. The amounts to be paid and the benefits to be provided as described above are: (i) Severance pay equal to three times the sum of (1) 150% of the then current Annual Base Salary and (2) the average of the last three Annual Bonus or MIP awards paid to Executive, such payment to be made in a lump sum; (ii) Stock Awards shall be subject to the terms and conditions of the corresponding agreements; (iii) All stock options awarded to Executive shall vest as of the day of Early Termination; (iv) Lifetime Limited Executive Medical benefits for Executive and his family (dependent children to receive benefits until age 19, or until age 25 if documented full-time students); (v) Executive shall be entitled to a credit for an additional three years of age from the date of Early Termination for purposes of determining Executive’s retirement benefits in accordance with the Company’s pension plans; and (vi) A lump sum payment for all unused and accrued vacation.
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Early Termination by the Board. If, during the Employment Period, the Company terminates the Executive's employment, other than for Death or Disability or Cause, the Company shall pay the amounts and provide the benefits described below to the Executive and shall, at its sole expense as incurred, provide the Executive with outplacement services, the scope and provider of which shall be selected by the Executive in the Executive's sole discretion. The payments and benefits provided pursuant to this paragraph (b) of Section 5 are intended as liquidated damages for a termination of the Executive's employment by the Company (other than termination for Cause) and shall be the sole and exclusive remedy therefor. The amounts to be paid and the benefits to be provided as described above are: (i) Severance pay equal to three times the sum of (1) 150% of the then current Annual Base Salary and (2) the average of the last three Annual Bonus or MIP awards paid to Executive, such payment to be made in a lump sum; (ii) Stock Awards shall be subject to the terms and conditions of the corresponding agreements; (iii) All stock options awarded to Executive shall vest as of the day of Early Termination;
Sample 1
Early Termination by the Board. If, during the Employment Period, the Company terminates the Executive's employment, other than for Death or Disability, the Company shall pay the amounts and provide the benefits described below to the Executive and shall, at its sole expense as incurred, provide the Executive with outplacement services, the scope and provider of which shall be selected by the Executive in the Executive's sole discretion. The payments and benefits provided pursuant to this paragraph (b) of Section 5 are intended as liquidated damages for a termination of the Executive's employment by the Company and shall be the sole and exclusive remedy therefor. The amounts to be paid and the benefits to be provided as described above are: (i) Severance pay equal to three times the sum of (1) the Annual Current Salary and (2) the average of the last three annual Bonuses or MIP awards paid to Executive, such payment to be made in a lump sum; (ii) Performance Based Stock ("PBS") and Performance Unit Incentive Plans ("PUP") awards to Executive as of the date of Early Termination shall be prorated to the date of Early Termination and the Executive shall be paid in accordance with the respective PBS or PUP plans but no new PBS or PUP awards shall be granted after the date of Early Termination; (iii) All stock options awarded to Executive shall vest as of the day of Early Termination; (iv) Executive shall be provided with Executive Medical Coverage for a period of three years from the date of Early Termination; and (v) Executive shall be entitled to pension credits for the period of three years from the date of Early Termination in accordance with the Company's pension plans.
Sample 1

Related to Early Termination by the Board

  • Termination by the Employer for Cause If the Employer terminates this Agreement for cause, the Executive will be entitled to receive his Salary only through the date such termination is effective, but will not be entitled to any Incentive Compensation for the Fiscal Year during which such termination occurs or any subsequent Fiscal Year.

  • Termination by the HSP (a) The HSP may terminate this Agreement at any time, for any reason, upon giving 6 months’ Notice (or such shorter period as may be agreed by the HSP and the Funder) to the Funder provided that the Notice is accompanied by: satisfactory evidence that the HSP has taken all necessary actions to authorize the termination of this Agreement; and a Transition Plan, acceptable to the Funder, that indicates how the needs of the HSP’s clients will be met following the termination and how the transition of the clients to new service providers will be effected within the six-month Notice period. (b) In the event that the HSP fails to provide an acceptable Transition Plan, the Funder may reduce Funding payable to the HSP prior to termination of this Agreement to compensate the Funder for transition costs.

  • Termination by the Owner for Cause § 16.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled workers or proper materials;

  • Voluntary Termination by the Employee The Employee may voluntarily terminate the Employee's status as employee for other than Good Reason.

  • Termination by the Funder The Funder may terminate this Agreement by providing ten (10) calendar days written notice to the Claimholder after the occurrence of any of the following events. The notice shall reasonably describe the alleged breach which is the basis of such termination and clearly state the Funder’s intent to terminate this Agreement if the alleged breach is not cured within ten (10) calendar days of the Claimholder’s receipt of the notice. (a) Any representation or warranty given by the Claimholder was untrue in any material respect as of the Initial Effective Date or the Restated Effective Date of this Agreement; (b) Any breach by the Claimholder of a material provision of this Agreement that has a material adverse effect on the value of the Subject Claim or the Proceeds; (c) An event, circumstance or condition has occurred or been discovered after the Initial Effective Date of the Agreement which would reasonably be expected to render it unlikely that the Claimholder Proceeds will be sufficient to pay the amounts corresponding to Sections 7.4(a) and Section 7.4(b) of this Agreement, as applicable, including the occurrence of any event or development with respect to the Subject Claim that has resulted or could reasonably be expected to result in the dismissal, discontinuation or denial of any material portion of the Subject Claim; or (d) Claimholder becomes insolvent and is subject to Insolvency Proceedings.

  • Termination by the Bank for Cause After the occurrence of any of the conditions specified in Section 7.1, the Bank shall have the right to terminate the Term for Cause on written notice to Executive, effective immediately.

  • Termination by the Employer The Employer may terminate the Employment Period (i) immediately upon the delivery of a Notice of Termination (as defined in Section 4.01(d) of this Agreement) by the Employer to the Executive setting forth the facts that indicate that a determination has been made that the Executive has a Disability in accordance with Section 4.02 of this Agreement; (ii) immediately upon delivery of a Notice of Termination by the Employer to the Executive setting forth the facts that indicate that an event constituting Cause (as defined in Section 4.03 of this Agreement) has occurred, or on such later date as may be set forth in such Notice of Termination; or (iii) at any time without Cause effective as of the 30th day following the delivery of a Notice of Termination by the Employer to the Executive, or on such later date as may be set forth in such Notice of Termination.

  • Termination by the Employer Without Cause Subject to the payment of Termination Benefits pursuant to Section 7(b), the Executive’s employment under this Agreement may be terminated by the Employer without Cause upon no less than sixty (60) days prior written notice to the Executive.

  • 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.

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