Nonqualifying Termination Sample Clauses
A Nonqualifying Termination clause defines the circumstances under which an employee's departure from a company does not meet the criteria for favorable treatment, such as severance or accelerated vesting of equity. Typically, this applies when an employee resigns voluntarily without good reason or is terminated for cause, meaning they are not entitled to certain post-employment benefits. The core function of this clause is to clearly delineate which types of terminations do not trigger enhanced benefits, thereby protecting the company from unnecessary financial obligations and ensuring that only qualifying departures receive special consideration.
Nonqualifying Termination. If during the Termination Period the Employment of Executive shall Terminate other than by reason of a Qualifying Termination, the Company shall pay to Executive within thirty (30) days following the Date of Termination, a lump-sum cash amount equal to the sum of Executive’s Base Salary through the Date of Termination and any bonus amounts which have become payable, to the extent not theretofore paid or deferred, and any accrued vacation pay, to the extent not theretofore paid. The Company may make such additional payments and provide such additional benefits to Executive as the Company and Executive may agree in writing, and the Company shall provide Executive with those payments and benefits to which Executive may be entitled under the compensation and benefit plans, policies, and arrangements of the Company or any employment agreement with the Company or an Affiliate of the Company.
Nonqualifying Termination. If during the Termination Period the employment of Executive shall terminate other than by reason of a Qualifying Termination, then the Company shall pay to Executive within fifteen (15) days following the Date of Termination, a lump sum cash amount equal to the sum of (1) Executive's base salary through the Date of Termination and any bonus amounts which have become payable, to the extent not theretofore paid or deferred, and (2) any compensation previously deferred by Executive other than pursuant to a tax-qualified plan (together with any interest and earnings thereon) and any accrued vacation pay, in each case to the extent not theretofore paid. The Company shall make such additional payments, and provide such additional benefits, to Executive as the Executive may be entitled under Company benefit plans or as the Company and Executive may agree in writing.
Nonqualifying Termination. SECTION 4.01. In the event the Executive’s employment is terminated by reason of the Executive’s voluntary resignation, death or Disability or by the Company for Cause, then the Executive shall not be entitled to receive severance or other benefits under this Agreement.
SECTION 4.02. Any termination of employment for Cause shall be made in writing to the Executive, which notice shall set forth in detail all acts or omissions upon which the Board is relying for such termination. If the Executive’s employment is terminated by the Company without Cause and the Board discovers in the following six (6) months that the Executive’s employment could have been terminated for Cause, the Board shall be entitled to retroactively treat Executive’s employment to have been terminated for Cause for all purposes.
SECTION 4.03. If the Executive’s employment is terminated for Cause, the Executive’s employment and rights to compensation from the Company shall terminate immediately upon receipt of written notice except that the Company shall have the obligation to pay the Executive such portion of base salary and vacation as may be accrued but unpaid on the date the Executive’s employment is terminated. For avoidance of doubt, the Executive shall have no right to receive any bonus payments that have accrued and are payable if Executive’s employment is terminated for Cause.
Nonqualifying Termination. For purposes of this Agreement, "Nonqualifying Termination" means a termination of the Executive's employment (i) by the Company for Cause, or (ii) by the Executive for any reason other than for a Qualifying Termination.
Nonqualifying Termination. (a) If the employment of EXECUTIVE shall terminate during the term of this Agreement (including any extension of such term), by reason of Nonqualifying Termination, then EXECUTIVE shall be paid the EXECUTIVE’s earned but unpaid Base Salary from WORLDSPACE and/or its Affiliates through the Date of Termination at the rate in effect just prior to the time a Notice of Termination is given as well as any benefits (including accrued but unused vacation days at the Date of Termination) to which EXECUTIVE was entitled through the Date of Termination. In addition, in the event that termination of employment is due to EXECUTIVE’s death, WORLDSPACE shall continue to pay EXECUTIVE’s then current Base Salary to EXECUTIVE’s legal representatives, estate, beneficiaries or heirs, in accordance with WORLDSPACE’s then-prevailing executive payroll practices, through the end of the calendar month following EXECUTIVE’s death, but shall have no further obligation to EXECUTIVE or EXECUTIVE’s legal representatives, estate, beneficiaries or heirs for any compensation, benefits or other payments hereunder. Also, in the event the termination of employment is due to EXECUTIVE’s Disability, WORLDSPACE shall continue to pay EXECUTIVE’s then current Base Salary, if any, and bonus payments (based on the bonus payments, as set forth in Section 3.2, awarded to EXECUTIVE in the prior year), and shall continue to make applicable benefits available, to EXECUTIVE, in accordance with WORLDSPACE’s then-prevailing executive payroll practices, through the end of the third calendar month following the Date of Termination. In addition, WORLDSPACE shall continue any health, medical, dental, or similar benefits which EXECUTIVE (and/or members of the EXECUTIVE’s family) was receiving for a period of eighteen (18) months following the Date of Termination, or pay EXECUTIVE an amount equal to the cost of obtaining equivalent coverage. In the event of a termination of employment as a result of either EXECUTIVE’s death or Disability, EXECUTIVE’s non-vested options shall be forfeited and any non-vested restricted shares shall become fully vested. Additionally, in the event of an employment termination as a result of EXECUTIVE’s Disability or death, EXECUTIVE or EXECUTIVE’s legal representatives, estate, beneficiaries or heirs shall be entitled to exercise any of EXECUTIVE’s vested options within the later of (i) one year from the Date of Termination or (ii) 270 days after the effectiveness of the Company’s p...
Nonqualifying Termination. SECTION 3.01. In the event the Executive’s employment is terminated by reason of his voluntary resignation, death or Disability or by the Company for Cause, then the Executive shall not be entitled to receive severance or other benefits under this Agreement.
Nonqualifying Termination. If during the Termination Period the employment of Employee shall terminate other than by reason of a Qualifying Termination, then the Company shall pay to Employee within thirty (30) days following the Date of Termination, a lump-sum cash amount equal to the sum of (1) Employee's base salary through the Date of Termination and any bonus amounts which have become payable, to the extent not theretofore paid, and (2) any accrued vacation pay, in each case to the extent not theretofore paid. The Company may make such additional payments, and provide such additional benefits, to Employee as the Company and Employee may agree in writing.
Nonqualifying Termination. If the Full-Time Employment Period ------------------------- terminates for a reason set forth in Section 4(b):
(i) the Executive shall be entitled to receive within 30 days after the amount in question is reasonably determinable (1) all salary payable through the date of such termination, (2) unpaid VIC and DVIC and VISO awarded, but not yet granted, for the prior calendar year, and (3) reimbursement of proper expenses incurred through the date of such termination;
(ii) each stock option granted to the Executive by the Company then held by the Executive shall be exercisable pursuant to the terms of such option in accordance with the applicable stock option agreement in effect at the time of such termination.
(iii) the Executive shall be entitled to receive the vested portion of the amounts in the Executive's DVIC account. Such payments will be made in accordance with the terms of the Executive's DVIC Agreement.
(iv) the Executive shall be entitled to participate in all other applicable benefit plans or programs in accordance with the provisions thereof applicable to terminated employees.
Nonqualifying Termination. (a) If the employment of Executive shall terminate during the term of this Agreement (including any extension of such term), by reason of a Nonqualifying Termination, then Executive shall be paid the Executive’s unpaid base salary from UT through the Date of Termination at the rate in effect just prior to the time a Notice of Termination is given as well as any benefits to which Executive was entitled through the Date of Termination. In addition, in the event that termination of employment is due to Executive’s death or Disability, UT shall continue to pay Executive’s then current Base Salary to Executive (in the case of Disability) or Executive’s legal representatives, estate, beneficiaries or heirs (in the case of death), in accordance with UT’s then-prevailing Executive payroll practices, through the end of the calendar year following Executive’s death or termination due to Disability, but shall have no further obligation to Executive or Executive’s legal representatives, estate, beneficiaries or heirs for any compensation, benefits or other payments hereunder.
(b) In the event that termination of employment is due to Executive’s Disability, the payment of benefits under UT’s short-term and long-term disability insurance programs, if any, to the extent payable with respect to any period prior to the Date of Termination, shall offset UT’s obligations under Section 4.1(a).
(c) Except as otherwise provided herein or as may be required by law, Executive’s participation in any benefit plans of UT or any of its Affiliates shall terminate as of her Date of Termination.
Nonqualifying Termination. If, during the Employment Period, the Executive’s employment with the Company shall be terminated (w) by the Company for Cause, (x) by the Executive for any reason other than for Good Reason during the Change in Control Termination Period (as defined below) or for any reason during the thirty (30) day period immediately following the six (6) month anniversary of a Change in Control (the “Window Period”), (y) as a result of the Executive’s death, or (z) by the Company due to the Executive’s Disability (collectively, a “Nonqualifying Termination”), then the Company shall pay or provide the Executive (or the Executive’s beneficiary or estate) with the following payments or benefits:
(i) a lump-sum cash amount within thirty (30) days following the Date of Termination equal to the sum of: (A) the Executive’s Annual Base Salary through the Date of Termination, and any accrued vacation, in each case to the extent not theretofore paid; (B) other than in connection with any termination by the Company for Cause, any unpaid bonus accrued with respect to the fiscal year ending on or preceding the Date of Termination; (C) subject to presentment of appropriate documentation, any unreimbursed expenses incurred through the Date of Termination in accordance with Company policy; and (D) a one-time relocation benefit of $30,000 (collectively, the “Accrued Amounts”); and
(ii) all other payments, benefits or fringe benefits to which the Executive shall be entitled under the terms of any applicable compensation arrangement or benefit, equity or fringe benefit plan or program or grant (the “Other Benefits”).