Other Than Cause. If Executive's employment is terminated by the Company (other than as a result of death, Disability or Cause as specified in Section 5(a) or (b) above) or is terminated by Executive for Good Reason, Executive shall be entitled to the following:
(i) a lump sum payment in an amount equal to product of (A) the Base Salary under this Agreement and bonus paid to Executive during the immediately preceding twelve month period ending on the date of termination of employment, multiplied by (B) one hundred percent (100%); except that if Executive's termination of employment by the Company or the Executive is within 6 months before or 24 months following the occurrence of a Change of Control (as defined in Section 6 below), such payment shall be equal to product of (A) the Base Salary under this Agreement and the maximum Bonus under this Agreement, multiplied by (B) two hundred percent (200%); and all stock options shall immediately vest and become cashless.
(ii) all amounts earned, accrued or owing through the date his employment is terminated but not yet paid to Executive under Section 3;
(iii) continued participation in all employee benefit plans, programs or arrangements available to the Company executives in which Executive was participating on the date of termination until the earliest of:
(A) the second anniversary of the date of Executive's termination of employment, provided that if Executive's termination of employment by the Company or the Executive is within 6 months before or 24 months following the occurrence of a Change of Control, then Executive shall be entitled to continue to participate in such employee benefit plans, programs or arrangements until the third anniversary of the date of Executive's termination of employment;
(B) the date this Agreement would have expired but for the occurrence of the date of termination; or
(C) the date, or dates, the Executive receives coverage and benefits under the plans, programs and arrangements of a subsequent employer (such coverages and benefits to be determined on a coverage-by-coverage, or benefit-by-benefit, basis); provided that if Executive is precluded from continuing his participation in any employee benefit plan, program or arrangement as provided in this clause (iii), the Company shall provide him with similar benefits provided under the plan, program or arrangement in which he is unable to participate for the period specified in this clause (iii). The payment of the lump sum amount under Section 5(c...
Other Than Cause. Upon termination of your employment under this Agreement other than for Cause, Death or Disability, You shall be entitled only to (i) payment of the Salary earned by you before the effective date of termination, as provided in Section 2 hereof; (ii) any accrued and unused vacation pay earned as of the effective date of termination; and (iii) any severance payments as provided by Acacia's then current severance plan, if any.
Other Than Cause. SANZ shall have the right to terminate this Agreement other than for Cause by giving at least 60 days’ prior written notice to Executive.
Other Than Cause. Company may immediately terminate Employee's employment for any reason other than Cause by giving ten (10) days written notice to Employee.
Other Than Cause. If Company terminates Employee for any reason other than Cause at any time during the Term or if Employee terminates employment for any Good Reason, Employee shall receive, subject to the limitations set forth below, (i) his base salary and other compensation and benefits earned under this Agreement but not yet paid or delivered to Employee as of the date of his termination, including retirement benefits accrued through the date of such termination and payable under the terms of such plans, (ii) the Target Bonus, if any, for the applicable fiscal year in which the Employee is terminated and (iii) severance pay constituting the continuation of his then- current base salary, less standard income and payroll tax withholding and other authorized deductions, plus continued health coverage and a payment equal to the benefits that absent termination of employment would have accrued under the Company's tax-qualified and non-qualified retirement plans (which benefits shall be deemed fully vested), until the later of the date that is (x) the first anniversary of the date of his termination and (y) the third anniversary of the Effective Date.
Other Than Cause. The Company may terminate Executive's employment at any time, with or without cause, upon 30 days' written notice.
Other Than Cause. If the Company terminates Executive’s employment for other than Cause, this Agreement shall terminate without further obligations to Executive other than:
(a) a lump sum cash payment equal to the base salary and target bonus (at 100% of target) for the remainder of the Employment Period; and
(b) accelerated vesting of any and all options and other equity-based awards granted by the Company that are then outstanding and not otherwise fully vested, but only to the extent such awards would have otherwise become vested had Executive remained employed by the Company through July 31, 2007. Any portion of such awards that do not so vest shall automatically terminate upon termination of Executive’s employment with the Company and Executive shall have no rights with respect thereto or in respect thereof. Executive’s rights as to any options and other equity-based awards granted by the Company that are outstanding at the time Executive’s employment with the Company terminates, to the extent such awards are then vesting (after giving effect to any accelerated vesting contemplated by this clause), shall be governed by the terms and conditions of the applicable award agreement and incentive plan under which the option or other award, as applicable, was granted.
Other Than Cause. Employer shall have the right to terminate this Agreement other than for Cause upon not less than 60 days’ prior written notification to Employee.
Other Than Cause. Upon termination of your employment by Acacia under this Agreement other than for Cause, or upon termination of your employment by You as a result of Acacia’s breach of this Agreement after providing Acacia with notice and a reasonable opportunity to cure such breach, You shall be entitled only to (i) payment of the Salary earned by you before the effective date of termination, as provided in Section 3 hereof; (ii) any accrued and unused vacation pay earned as of the effective date of termination; (iii) any reimbursements under Sections 3.3, 3.4, 3.6, and 3.8, for expenses incurred prior to the date of termination, and any unpaid relocation bonus under Section 3.5 (if You relocated prior to the effective date of termination) and (iv) any severance payments as provided in Section 2(b) above if such termination occurs prior to You relocating to Southern California or within one (1) year of relocation, or if such termination occurs after such one (1) year period, as provided by Acacia's then current severance plan, if any. In the event that You terminate Your employment with Acacia at any time (other than as a result of Acacia’s breach of this Agreement, after providing Acacia with notice and a reasonable opportunity to cure such breach), You shall be entitled only to (i) payment of the Salary earned by You before the effective date of termination, as provided in Section 3 hereof; (ii) any accrued and unused vacation pay earned as of the effective date of termination; (iii) any reimbursements under Sections 3.3, 3.4, 3.6, and 3.8, for expenses incurred prior to the date of termination, and any unpaid relocation bonus under Section 3.5 (if You relocated prior to the effective date of termination); provided, however, that if such termination by You occurs within one (1) year of your relocation to Southern California, in addition to You receiving any payments set forth in (i), (ii), and (iii), You shall also pay Acacia a lump sum payment equal to six (6) months base salary as set forth in Section 2(b) above.
Other Than Cause. If the Officer’s employment is terminated by the Company without Cause during the initial Employment Term, then: (i) Officer will be entitled to (A) the Accrued Obligations and (B) a severance payment equal to six months of Officer’s Salary plus the Target Bonus for any completed fiscal year to the extent earned but not paid), in 12 equal monthly installments commencing on the 30th day following the date when the Pro Rata Bonus payment can be calculated; (ii) to the extent that Officer participates in the Company’s health programs, the Company shall pay Officer an amount in cash, on a monthly basis, equal to the employer portion of the premiums for Officer’s health plan benefits for Officer and Officer’s eligible dependents for a period of 12 months commencing on Officer’s date of termination; and (iii) to the extent any Awards (or portion thereof) which have been granted to the Officer pursuant to Section 3(c) are not vested or exercisable as of the date of such termination, such Awards (or portion thereof) shall automatically accelerate and become fully vested and exercisable as of such date. In addition, upon a termination by the Company without Cause if such termination occurs within one (1) year following a Change in Control, the severance will be increased from 6 months to 12 months.
