Common use of EARLY TERMINATION; NO CHANGE OF CONTROL Clause in Contracts

EARLY TERMINATION; NO CHANGE OF CONTROL. If prior to the expiration of this Agreement or a Change in Control of the Corporation, (a) the Executive fails because of Disability to perform services of the character contemplated by Section 2 of this Agreement, or (b) if the Corporation's Board of Directors determines that the Executive's employment should be terminated for Cause; then, the Corporation may by written Notice of Termination terminate Executive's employment. In addition, this Agreement shall terminate immediately upon the death or Retirement of Executive prior to a change of Control of the Corporation. Upon any termination of the Executive's employment under this Section 5, the Executive shall be deemed removed from all positions held by him with the Corporation, its subsidiaries and affiliates, effective as of the Date of Termination. Upon any termination of the Executive's employment under this Section 5, the Executive shall be entitled to receive solely all amounts and benefits to be paid or provided by the Corporation under Sections 3(a), 3(b) and 4 of this Agreement up to the Date of Termination, except that a "Proportionate Part" (hereinafter defined) of the Guaranteed Bonus is payable under Section 3(b) of this Agreement. The provisions of this Section 5 shall terminate and cease to be of any force or effect immediately upon any Change in Control of the Corporation.

Appears in 2 contracts

Samples: Employment Agreement (Shorewood Packaging Corp), Employment Agreement (Shorewood Packaging Corp)

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EARLY TERMINATION; NO CHANGE OF CONTROL. If prior to the expiration of this Agreement or a Change in Control of the Corporation, (a) the Executive fails because of Disability to perform services of the character contemplated by Section 2 of this Agreement, ; or (b) if the Corporation's Board of Directors determines that the Executive's employment should be terminated for Cause; then, the Corporation may by written Notice of Termination terminate Executive's employment. In addition, this Agreement shall terminate immediately upon the death or Retirement of Executive prior to a change of Control of the Corporation. Upon any termination of the Executive's employment under this Section 5, the Executive shall be deemed removed from all positions held by him with the Corporation, its subsidiaries and affiliates, effective as of the Date of Termination. Upon any termination of the Executive's employment under this Section 5, the Executive shall be entitled to receive solely all amounts and benefits to be paid or provided by the Corporation under Sections 3(a), 3(b) and 4 of this Agreement up to the Date of Termination, except that a "Proportionate Part" (hereinafter defined) of the Guaranteed Bonus is payable under Section 3(b) of this Agreement. The provisions of this Section 5 shall terminate and cease to be of any force or effect immediately upon any Change in Control of the Corporation.this

Appears in 1 contract

Samples: Employment Agreement (Shorewood Packaging Corp)

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EARLY TERMINATION; NO CHANGE OF CONTROL. If prior to the expiration of this Agreement or a Change in Control of the Corporation, (a) the Executive fails because of Disability to perform services of the character contemplated by Section 2 of this Agreement, ; or (b) if the Corporation's Board of Directors determines that the Executive's employment should be terminated for Cause; then, the Corporation may by written Notice of Termination terminate Executive's employment. In addition, this Agreement shall terminate immediately upon the death or Retirement of Executive prior to a change Change of Control of the Corporation. Upon any termination of the Executive's employment under this Section 5, the Executive shall be deemed removed from all positions held by him with the Corporation, its subsidiaries and affiliates, . effective as of the Date of Termination. Upon any termination of the Executive's employment under this Section 5, the Executive and shall be entitled to receive solely all amounts and benefits to be paid or provided by the Corporation under Sections 3(a), 3(b) and 4 of this Agreement up to the Date of Termination and any other amounts to be paid thereafter to Executive or his beneficiaries pursuant to any deferred compensation plan or other employee benefit plan or program in effect on the Date of Termination, except that a "Proportionate Part" (hereinafter defined) to the extent he remains eligible to participate thereunder under the terms of the Guaranteed Bonus is payable under Section 3(b) of this AgreementCorporation's applicable policies and plans. The provisions of this Section 5 shall terminate and cease to be of any force or effect immediately upon any Change in Control of the Corporation.

Appears in 1 contract

Samples: Employment Agreement (Shorewood Packaging Corp)

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