Other Termination by the Company. If the Company terminates Executive’s employment without Cause before this Agreement terminates, or Executive terminates his employment for Good Reason (defined below) before this Agreement terminates, the Company will pay Executive a payment having a present value equal to the compensation and other benefits he would have been entitled to for the remainder of the term if his employment had not terminated. All payments made pursuant to this Section 9(b) shall be completed no later than March 15 of the calendar year following the calendar year in which Executive’s employment terminates.
Other Termination by the Company. The Company may terminate the employment of the Employee for any reason other than one specified in Section 4(b) or 4(c) hereof immediately upon written notice to the Employee, in which event the Employee shall be entitled to receive: (i) any portion of the Employee’s Base Salary for the period up to the date of termination that has been earned but remains unpaid; (ii) any benefits that have accrued to the Employee under the terms of any employee benefit plans of the Company, which benefits shall be paid in accordance with the terms of those plans; and (iii) subject to the satisfaction of the provisions of Section 4(g) and the compliance by the Employee with all terms and provisions of this Agreement that survive the termination of the Employee’s employment by the Company, (A) the Employee’s Base Salary for a period of nine months, less applicable taxes and withholdings, payable in accordance with the Company’s regular payroll practices, with an accelerated payment of any balance upon the occurrence of a Change in Control; provided, however, that if such termination of employment shall occur within three months before or within twelve months after the occurrence of a Change in Control (such period being referred to herein as the “Change of Control Period”), the severance payable to the Employee shall be increased to an amount equal to the Employee’s Base Salary for a period of eighteen months and be payable in a single lump sum payment, less applicable taxes and withholdings; (B) payment or reimbursement (upon presentation of proof of payment) of the Employee’s medical insurance premiums at the same level as was in effect on the termination date for a period of nine months, which period shall increase to eighteen months if such termination of employment shall occur within the Change in Control Period; and (C) if such termination shall occur within the Change in Control Period, an amount equal to the Employee’s Target Bonus for the year in which such employment termination shall occur prorated based on the relative number of days in such year during which the Employee was employed by the Company and/or its successor in the Change in Control, payable in a single lump sum payment, less applicable taxes and withholdings. Any severance payments and lump sum payments due hereunder shall commence as soon as administratively feasible within 60 days after the date of the Employee’s termination of employment provided the Employee has timely executed and returned the...
Other Termination by the Company. (a) The Company may terminate the Term of Employment, other than a termination under Sections 5.1, 5.2, or 5.3, at any time upon written notice to you. In the event that your Term of Employment is so terminated, you will (subject to the requirements of Section 5.7) be treated as an employee of the Company (but without any title) until the end of the Severance Period (defined in Section 5.4(b) below) and entitled to receive Base Salary and Average Annual Bonus payments for that period in bi-weekly, substantially equal installments; provided however, that:
(i) if you die during the Severance Period (defined in Section 5.4(b) below), your payments pursuant to this Section 5.4(a) shall cease, and your estate will be entitled to receive, in addition to any regular life insurance benefits paid by the Company, any payments due pursuant to this Section 5.4(a) through the date of your death;
(ii) if you accept employment with any other corporation, partnership, trust, government or other entity during the Severance Period (defined in Section 5.4(b) below), or notify the Company in writing of your intention to terminate your status as an employee during the Severance Period, you will continue to receive all payments pursuant to this Section 5.4(a), but shall cease to be treated as an employee of the Company for purposes of your rights to receive the post-termination benefits described in Section 5.4(c) below, effective upon the commencement of such employment, or the effective date of such termination as specified by you in such notice; and
(iii) if you accept employment with the Company or a related or affiliated entity during such period, including but not limited to TWI and its affiliates prior to the Spin-off, your payments pursuant to this Section 5.4(a) shall cease effective the first date of employment with TWI or such related or affiliated entity.
(b) The “Severance Period” shall be 18 months.
(c) During the period you are treated as an employee of the Company, unless prohibited by law, (i) you will continue to be eligible to participate in the Company’s health and life insurance plans on the same terms and conditions as regular full-time employees, (ii) the treatment of any equity awards held by you on the effective date of your termination will be determined in accordance with the applicable equity award agreements, and (iii) the treatment of any non-equity based long term incentive compensation awards held by you on the effective date of your termination ...
Other Termination by the Company. The Company may terminate this ---------------------------------- Agreement at any time without "Cause" by providing written notice to Employee. If the Company terminates this Agreement at any time without Cause (i.e., other than pursuant to Section 8(b) or 8(c) above), or the Company elects not to renew the Term as provided in Section 2 hereof, the Company shall continue to pay Employee his Base Salary for a period of nine-months following the date of termination of employment, the timing and manner of such payments to be in accordance with the salary payment arrangements in effect at the time of such termination. Employee shall be required to comply with Section 6. It shall be a condition precedent of payment to Employee of such continued payments pursuant to this subsection (d) that the Employee execute a full and complete release of the Company, each of its subsidiaries, affiliates and their respective past, present and future officers, directors, employees, consultants, attorneys, agents and shareholders, in form and substance reasonably acceptable to the Company, of any claims Employee may have against any of them, to the extent such claims arise from Employee's employment hereunder. Notwithstanding any provision in this Agreement to the contrary, the Company's obligations to make payments pursuant to this Section 8(d) shall immediately terminate in the event that the Employee engages in any of the Competitive Activities (even if Section 6(b) is not applicable due to termination of employment without Cause).
Other Termination by the Company. Notwithstanding anything contained herein to the contrary (including, without limitation, the provisions of Section 1), the Company may terminate the Executive's employment for any reason, or for no reason, at any time during the Employment Period upon written notice of termination. In the event of such termination, the Company shall notify the Executive of the date of termination, which date may be at any time up to and including six months following the date of written notice of termination. The Executive shall continue to perform his duties hereunder through the date of termination determined by the Company.
Other Termination by the Company. The Company may terminate this Agreement at any time without “Cause” by providing thirty (30) days prior written notice to Executive. If the Company terminates this Agreement at any time without Cause (i.e., other than pursuant to Section 8(b) or 8(c) above), or the Company elects not to renew the Term as provided in Section 2 hereof, the Company shall be obligated to pay Executive, and Executive shall be entitled to receive only, the Base Salary set forth in Section 4 accrued through the date of termination and he shall not be entitled to any Bonus payments or other benefits (except as provided by law).
Other Termination by the Company. While the Company employs Executive, the Company may immediately terminate this Agreement upon the occurrence of any of the following events:
(i) This Agreement and Executive’s employment hereunder shall immediately terminate without notice in the event of death of the Executive. Such termination shall not prejudice any benefits payable to Executive or Executive’s beneficiaries that are fully vested or accrued as of the date of death; however, Executive’s estate will not be entitled to any other compensation under this Agreement.
(ii) This Agreement and Executive’s employment hereunder shall immediately terminate upon written notice to Executive if Executive is unable, due to a disability, to perform the essential functions of his job, with or without a reasonable accommodation, for a period of sixty (60) continuous days. Such termination shall not prejudice any benefits payable to Executive or Executive’s beneficiaries that are fully vested or accrued as of the termination date; however, the Company shall have no further obligation or liability to Executive under this Agreement.
(iii) This Agreement shall terminate in the event of the liquidation, dissolution or discontinuance of business by the Company or the filing of any petition by or against the Company under any federal or state bankruptcy or insolvency laws, which petition shall not be dismissed within sixty (60) days after filing.
Other Termination by the Company. (a) The Company may terminate the Executive's employment for Cause (as defined in sub-paragraph (b) below); provided, however, that the Company shall not terminate this Agreement for reasons set forth in Section 5(b)(i) unless the Company shall first have delivered to the Executive a notice which specifically identifies such Cause and the Executive shall not have cured the same within thirty (30) days after receipt of such notice (the "Cure Period").
Other Termination by the Company. If the Company and the Bank terminate Executive’s employment without Cause before this Agreement terminates, or Executive terminates his employment for Good Reason (defined below) before this Agreement terminates, the Company will pay Executive a payment having a present value equal to the compensation and other benefits he would have been entitled to for the remainder of the Term if his employment had not terminated. All payments made pursuant to this Section 9(b) shall be completed no later than March 15 of the calendar year following the calendar year in which Executive’s employment terminates.
Other Termination by the Company. The Company may terminate the Employee’s employment prior to the expiration of the Term of this Agreement for whatever reason it deems appropriate; provided, however, that in the event that such termination is not pursuant to Sections 6.1, 6.2, or 6.3, the Company shall continue to pay to the Employee (or the Employee’s estate or other legal representative in the case of the death of the Employee subsequent to such termination), in the same periodic installments as the Employee’s annual salary was paid, the salary provided for in Section 3.1 (at the annual rate then in effect) until the earlier of (a) the then scheduled expiration of the Term hereof, (b) nine (9) months following the date of termination, or (c) the date on which the Employee commences employment (whether as an employee, independent contractor, or otherwise) with another employer or on the Employee’s own behalf. Neither the Employee nor the Company shall have any further rights or obligations under this Agreement, except as provided in Sections 7, 8, 9 and 10.
