Involuntary Termination without Cause; Voluntary Termination for Good Reason Sample Clauses

Involuntary Termination without Cause; Voluntary Termination for Good Reason. In the event that, prior to the second anniversary of the Effective Date, Executive’s employment terminates due to an Involuntary Termination Without Cause, Executive’s death or Executive’s Disability, or a Voluntary Termination for Good Reason, (a) Executive shall receive payment of Executive’s Accrued Obligations, and (b) subject to Executive’s delivery, execution and nonrevocation (during the applicable revocation period) of a general release of all claims against the Company and its Affiliates in a form acceptable to the Company (a “General Release”), the Company shall (i) continue to pay Executive’s Salary for the Severance Period on the regular payroll dates of the Company as may be in effect from time to time, and (ii) the vesting of each option to purchase the ordinary shares of Parent held by Executive immediately prior to such termination shall accelerate to the extent such option would otherwise have vested had Executive remained employed through the second anniversary of the Effective Date. Except as provided in this Section 4.2 or as otherwise required by applicable law, Executive shall have no right under this Agreement or otherwise to receive any other compensation or to participate in any other plan, program or arrangement, including, without limitation, any employee benefit plans, after an Involuntary Termination Without Cause or Voluntary Termination for Good Reason with respect to the year of such termination and later years.
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
Involuntary Termination without Cause; Voluntary Termination for Good Reason. If your Service terminates involuntarily by the Company without Cause or by you for Good Reason, your Stock Units shall fully and immediately vest as of the date of your termination from Service.
Sample 1Sample 2
Involuntary Termination without Cause; Voluntary Termination for Good Reason. If your Service is involuntarily terminated by the Company without Cause or voluntarily by you at any time for Good Reason before the end of the Performance Period, and the Eligible Stock Units (if any), become or had become Eligible Stock Units during the Performance Period (i.e., the Performance Criteria are achieved, whether during or after such termination of Service), you will become vested in the unvested portion of your Eligible Stock Units on the later of the date the Stock Units become Eligible Stock Units and the date of such termination of Service; provided that the number of Eligible Stock Units that become vested will be pro-rated based on a percentage equal to the number of days you were employed during the Performance Period prior to your termination of Service divided by the total number of days in the Performance Period.
Sample 1
Involuntary Termination without Cause; Voluntary Termination for Good Reason. If your Service is involuntarily terminated by the Company without Cause or voluntarily by you for Good Reason at a time prior to the final Vesting Date, you will become vested in the unvested portion of the option on a Pro-Rata Basis on the date of such termination of Service. For purposes of this Agreement, the terms “Cause” and “Good Reason” shall have the meaning ascribed in the Executive Employment Agreement by and between you and the Company, dated July __, 2015 (“Employment Agreement”). The “Pro-Rata Basis” of vesting shall mean vesting (to the extent unvested) in the shares of Stock covered by this option in an amount equal to a fraction not to exceed 1, the numerator of which is the number of days you are employed by the Company from the Grant Date to the date of your termination of employment and the denominator of which is the number of days from the Grant Date to the final Vesting Date. Death If your Service terminates because of your death, then your option will immediately become 100% vested and will expire at the close of business at Company headquarters on the date twelve (12) months after the date of death. During that twelve-month period, your estate or heirs may exercise the vested portion of your option. Disability If your Service terminates because of your Disability, then your option will immediately become 100% vested and will expire at the close of business at Company headquarters on the date twelve (12) months after your termination date. Other Terminations If your Service terminates for any reason other than by the Company for Cause or due to your death or Disability (as provided above), your option shall remain exercisable with respect to the number of shares of Stock vested at the time of such termination of Service (including shares becoming vested upon such termination) until the close of business at Company headquarters on the ninetieth (90th) day following such termination of Service. Leaves of Absence For purposes of this option, your Service does not terminate when you go on a bona fide employee leave of absence that was approved by the Company in writing, if the terms of the leave provide for continued Service crediting, or when continued Service crediting is required by applicable law. However, your Service will be treated as terminating ninety (90) days after you went on employee leave, unless your right to return to active work is guaranteed by law or by a contract. Your Service terminates in any event when the approve...
Sample 1
Involuntary Termination without Cause; Voluntary Termination for Good Reason. If your Service is involuntarily terminated by the Company without Cause or voluntarily by you at any time for Good Reason before the end of the vesting period, and the Stock Units become or had become Eligible Stock Units during the Performance Period (i.e., the Performance Criteria are achieved, whether during or after such termination of Service), you will become vested in the unvested portion of your Eligible Stock Units on a Pro Rata Basis on the later of the date the Stock Units become Eligible Stock Units and the date of such termination of Service. The “Pro-Rata Basis” of vesting shall mean vesting (to the extent unvested) in your Eligible Stock Units in an amount equal to a fraction of the number of Stock Units covered by this grant not to exceed 1, the numerator of which is the number of days the Grantee was employed by the Company from the Grant Date to the date of termination of Service and the denominator of which is the number of days from the Grant Date to the final Vesting Date.
Sample 1
Involuntary Termination without Cause; Voluntary Termination for Good Reason. In the event of the Participant’s involuntary termination of employment by the Company without “Cause” (as defined in the Employment Agreement), or the Participant’s voluntary termination of employment for Good Reason, (a) any unearned RSUs and any corresponding Dividend Equivalents will remain outstanding and be eligible for vesting based upon achievement of the Performance Metrics set forth in Appendix A during the twelve-month period following the date of the Participant’s termination of employment or, if shorter, during the remainder of the Performance Period, and (b) any earned RSUs and any corresponding Dividend Equivalents will become vested as of the date the Participant incurs a termination of employment.
Sample 1
Involuntary Termination without Cause; Voluntary Termination for Good Reason. In the event of the Participant’s involuntary termination of employment by the Company without Cause, or the Participant’s voluntary termination of employment for Good Reason, any unvested RSUs, to the extent earned in accordance with Appendix A, and any corresponding Dividend Equivalents will become vested as of the date the Participant incurs a termination of employment.
Sample 1
AutoNDA by SimpleDocs
Involuntary Termination without Cause; Voluntary Termination for Good Reason 
Sample 1Sample 2

Related to Involuntary Termination without Cause; Voluntary Termination for Good Reason

  • Involuntary Termination Without Cause and Voluntary Termination with Good Reason With written notice to the Executive at least thirty (30) days in advance, the Bank may terminate the Executive’s employment without Cause. Termination shall take effect at the end of the notice period. With advance written notice to the Bank as provided in clause (y), the Executive may terminate employment for Good Reason. If the Executive’s employment terminates involuntarily without Cause or voluntarily but with Good Reason, the Executive shall be entitled to the benefits specified in Article 4 of this Agreement. For purposes of this Agreement, a voluntary termination by the Executive shall be considered a voluntary termination with Good Reason if the conditions stated in both clauses (x) and (y) of this Section 3.4 are satisfied:

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

  • Termination Without Cause; Termination for Good Reason If the Company shall terminate the Executive’s employment, other than for Cause, or the Executive shall terminate his employment for Good Reason, then;

  • Termination for Cause; Voluntary Termination If at any time during the Term the Executive’s employment with the Company is terminated pursuant to Section 4.6 or 4.7, the Executive shall be entitled to only the following:

  • Involuntary Termination for Cause If the Employee's employment is terminated for Cause, then the Employee shall not be entitled to receive severance payments. The Employee's benefits will be terminated under the Company's then existing benefit plans and policies in accordance with such plans and policies in effect on the date of termination.

  • Voluntary Termination for Good Reason “Voluntary Termination for Good Reason” shall mean the Employee voluntarily resigns after the occurrence of any of the following (i) without the Employee’s express written consent, a material reduction of the Employee’s duties, title, authority or responsibilities, relative to the Employee’s duties, title, authority or responsibilities as in effect immediately prior to such reduction, or the assignment to Employee of such reduced duties, title, authority or responsibilities; provided, however, that a reduction in duties, title, authority or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Senior Vice-President of a business unit of the Company remains as such following a Change of Control) shall not by itself constitute grounds for a “Voluntary Termination for Good Reason;” (ii) without the Employee’s express written consent, a material 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) a reduction by the Company in the base salary of the Employee as in effect immediately prior to such reduction; (iv) a material reduction by the Company in the aggregate level of employee benefits, including bonuses, to which the Employee was entitled immediately prior to such reduction with the result that the Employee’s aggregate benefits package is materially reduced (other than a reduction that generally applies to Company employees); (v) the relocation of the Employee to a facility or a location more than thirty-five (35) miles from the Employee’s then present location, without the Employee’s express written consent; (vi) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 7(a) below; or (vii) any act or set of facts or circumstances which would, under California case law or statute constitute a constructive termination of the Employee.

  • Voluntary Termination Without Good Reason The Executive may terminate his employment without Good Reason at any time during the Term of Employment, provided he gives at least thirty (30) days' advance written notice. If the Executive terminates his employment with Holding or the Company without Good Reason (and not because of his death or due to Disability), the Executive shall have the same entitlements hereunder as provided in Section 9(c) in the case of a termination by Holding or the Company for Cause.

  • Termination for Cause; Resignation Without Good Reason; Death or Disability (i) The Company may terminate Executive’s employment with the Company at any time for Cause. Further, Executive may resign at any time without Good Reason. Executive’s employment with the Company may also be terminated due to Executive’s death or disability.

  • Cause; Voluntary Termination If the Executive’s employment terminates for Cause, this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive the Accrued Obligations. If the Executive’s employment terminates due to the Executive’s voluntarily termination this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive the Accrued Obligations.

  • Termination Without Cause or Termination for Good Reason (a) The Company may terminate the Executive's employment hereunder without Cause, and the Executive shall be permitted to terminate his employment hereunder for Good Reason (as hereinafter defined). If the Company terminates the Executive's employment hereunder without Cause, other than due to death or Disability, or if the Employee effects a termination for Good Reason, the Executive shall be entitled to receive all the benefits provided for under Section 3.6 of this Agreement.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!