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PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT Sample Clauses

PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION
Sample 1Sample 2Sample 3See All (8)
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION If at any time during the Post Transaction Period (as defined below) there is an involuntary termination of your employment other than for Cause (as defined below) or you voluntarily resign following a Constructive Termination Event (as defined below), then you will receive: (a) Your base salary in effect at the time of such termination continued for twelve (12) months plus any earned bonus up until the date of termination; (b) Medical and life insurance at the levels in effect at the time of termination for twelve (12) months; (c) Your annual target bonus of forty (40) percent of your salary paid as a lump sum and pro-rated up to the date of termination for the period you were eligible for any such bonus but regardless of whether you would have earned such bonus prior to your termination; (d) All stock options or restricted stock which have been granted to you or purchased by you as of the date of such termination shall become 100% vested, followed by a six (6) month period during which such options may be exercised, but in no event may such option be exercised after ten (10) years from the original grant of the option; (e) All stock options or restricted stock which have been granted to you or purchased by you subsequent to a corporate transaction shall become 100% vested, followed by a six (6) month period during which such options may be exercised; (f) LEXAR MEDIA shall exercise its Repurchase Right as defined in Section D of your Stock Purchase Agreement dated December 27, 1999, pursuant to which LEXAR MEDIA will repurchase all of your shares that are unvested as of your termination date at a price equal to the price at which you purchased such shares; (g) No further continuance of other benefits such as vacation, sick leave, and employee stock purchase plan participation, unless specified herein; (h) Eighteen (18) months in which to repay the principal and interest on any notes that you have with LEXAR MEDIA; and (i) Any cellular phone and notebook computer as then currently provided to you.
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION If at any time during the Post Transaction Period (as defined below) there is an involuntary termination of your employment other than for Cause (as defined below) or you voluntarily resign following a Constructive Termination Event (as defined below), then you will receive: (a) Your base salary in effect at the time of such termination continued for twelve (12) months plus any earned bonus up until the date of termination; (b) Medical and life insurance at the levels in effect at the time of termination for twelve (12) months; (c) Your annual target bonus of forty percent (40%) of your salary paid as a lump sum and pro-rated up to the date of termination for the period you were eligible for any such bonus but regardless of whether you would have earned such bonus prior to your termination; (d) All stock options or restricted stock which have been granted to you or purchased by you subsequent to a corporate transaction shall become 100% vested, followed by a six (6) month period during which such options may be exercised; (e) No further continuance of other benefits such as vacation, sick leave, and employee stock purchase plan participation, unless specified herein; and (f) Any cellular phone and notebook computer as then currently provided to you.
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. (a) TERMINATION FOR CAUSE, DEATH OR DISABILITY, CERTAIN OTHER --------------------------------------------------------- INVOLUNTARY TERMINATION OR VOLUNTARY TERMINATION. Upon termination of your ------------------------------------------------ employment by ULTRADATA under Section 3(c) hereof, but subject in such case to the provisions of Section 4(b) hereof, or under Section 3(d) hereof, Section 3(e) hereof, or upon your voluntary termination of employment pursuant to Section 3(c) hereof, all salary and benefits hereunder will cease immediately.
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. IN THE ABSENCE OF A CORPORATE TRANSACTION (a) TERMINATION FOR CAUSE OR VOLUNTARY TERMINATION Upon termination of your employment by ALPHA INNOTECH for Cause or upon your voluntary termination of employment pursuant to Section 3(b) above and except as provided in Section 4(d) or as a result of a Construction Termination Event (as defined in Section 5 below), all salary and benefits hereunder will cease immediately. Any previously granted options, to the extent vested and exercisable on the date of termination, may be exercised in accordance with the terms of the stock option agreement for such options. (b) TERMINATION AS A RESULT OF DEATH OR DISABILITY Upon termination of your employment by ALPHA INNOTECH as a result of death or Disability (as defined below) and, if you are physically and mentally able to do so, subject to your executing ALPHA INNOTECH's standard form of release agreement releasing any claims you may have against ALPHA INNOTECH, all outstanding stock options and restricted stock shall be vested immediately in full and all stock options shall be fully exercisable for a period of one (1) year following such a termination, and you will receive one-quarter (1/4th) of your annual target bonus as is in effect under the provisions of Section 2(b).
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. (a) Upon termination of this Agreement under Section 3(d) of this Agreement ("Termination for Cause"), Section 3(e) ("Termination Due to Death or Disability") or your voluntary termination of employment, all salary, benefits and stock option vesting under this Agreement will cease immediately. Upon termination pursuant to Section 3(c) of this Agreement ("Termination Without Cause") after the Effective Date, including without limitation termination of employment other than for Cause upon or after the occurrence of a merger or acquisition of the business of Cellegy by another person or entity (whether such transaction is structured as a merger, third party purchase of equity from Cellegy or from its shareholders, or a sale by Cellegy of all or substantially all of its assets or otherwise in which Cellegy is not the continuing or surviving corporation), you will be paid severance pay by Cellegy in the form of a continuation of your salxxx xxx a period of twelve (12) months from and after the date of such termination even if you have secured other employment (pro rated for the first and last month of such twelve-month period if your employment is terminated other than at the end of a calendar month and less any applicable amounts required to be withheld). At your option, six months of this severance pay may be taken in one lump sum upon termination with the remainder being paid monthly in equal increments over the severance period. In addition, during the period that you are receiving severance payments and as long as you have not secured full-time employment with another employer (such period referred to as the "Eligibility Period"), to the extent permitted by applicable Company plans and policies and unless prohibited by law, your medical and dental, disability, and life insurance benefits will be continued. If any such benefit cannot be continued, the Company will pay you the equivalent amount of premiums for such benefit, and shall also pay you an additional sum to cover any federal or state income or employment tax due on such amounts. Your SEP-IRA (or 401K) and vacation accrual will cease on the termination date. During the period of payment of severance pay you will cooperate with Cellegy in providing for the orderly transition of your duties and responsibilities to other individuals, as reasonably requested by Cellegy. (b) Moreover, during the periox xxx xre receiving severance payments even if you have secured other employment, the period during which...
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION If at any time after the commencement of the Post Transaction Period as defined below your employment is terminated or if a Constructive Termination Event as defined below occurs and you voluntarily terminate your employment, then you will receive: (a) Your salary in effect at the time of such termination continued according to the normal payroll cycle for twelve (12) months; (b) Medical and life insurance at the levels in effect at the time of termination for twelve (12) months; (c) Your annual target bonus paid as a lump sum and prorated up to the date of termination for the period you were eligible for any such bonus; (d) All stock options or restricted stock which have been granted to you or purchased by you as of the date of such termination shall become 100% vested, followed by a 90 day period during which such options may be exercised; (e) No further continuance of other benefits such as vacation, sick leave, and employee stock purchase plan participation, unless specified herein.
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION (a) DEFINITIONS For purposes of this Section 5:
Sample 1
PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT. FOLLOWING A CORPORATE TRANSACTION (a) Definitions For purposes of this Section 5: (i) A "Corporate Transaction" is defined as (A) a merger or --------------------- acquisition in which the Company is not the surviving entity (except for a merger of the Company into a wholly-owned subsidiary, and except for a transaction the purpose of which is to change the State in which the Company is incorporated), (B) the sale, transfer or other disposition of all or substantially all of the assets of the Company or (C) any other corporate reorganization or business combination, and in which the beneficial ownership of 50% or more of the Company's outstanding voting stock is transferred. (ii) The "Post-Transaction Period" is defined as commencing on the ----------------------- date of the closing or effectiveness of a Corporate Transaction the period (iii) A "Constructive Termination Event" will be deemed to have ------------------------------ occurred at LEXAR MEDIA's close of business on the fourteenth (14th) day after any of the following action(s) are taken by LEXAR MEDIA and such action(s) is not reversed in full by LEXAR MEDIA within such fourteen-day period unless prior to the expiration of such fourteen-day period you have otherwise agreed to the specific relevant event in writing: (A) your aggregate benefits are materially reduced (as such reduction and materiality are determined by customary practice within the high technology industry within the State of California) below those in effect immediately prior to the effective date of such Constructive Termination Event, and/or (B) your duties and/or authority are materially decreased or increased from those in effect immediately prior to such Constructive Termination Event, in a way that is adverse to you, as determined by customary practice within the high technology industry within the State of California, such duties and authority including but not limited to (1) signing corporate filings to the SEC as an officer of the surviving entity; (2) reporting into the Chief Executive Officer of the surviving entity; (3) full responsibility for the external auditor relationship of the surviving entity; (4) full management responsibility for the accounting and finance functions of the surviving entity; and/or (C) you are required to perform your employment obligations (other than routine travel consistent with that prior to the effective date of such Constructive Termination Event) at a location more than twenty-five (...
Sample 1

Related to PAYMENTS AND BENEFITS AFTER TERMINATION OF EMPLOYMENT

  • Severance Compensation upon Termination of Employment 4.1 If the Executive’s employment with the Corporation or the Partnership shall be terminated (a) by the Corporation or Partnership other than for Cause or pursuant to Sections 3.6 or 3.7, or (b) by the Executive for Good Reason, then the Corporation and the Partnership shall: (i) pay to the Executive as severance pay, within five days after termination, a lump sum payment equal to 250% of the sum of the Executive’s annual salary at the rate applicable on the date of termination and the average of the Executive’s annual bonus for the preceding two full fiscal years; (ii) arrange to provide Executive, for a 12 month period (or such shorter period as Executive may elect), with disability, accident and health insurance substantially similar to those insurance benefits which Executive is receiving immediately prior to the date of termination to the extent obtainable upon reasonable terms; provided, however, if it is not so obtainable the Corporation shall pay to the Executive in cash the annual amount paid by the Corporation or the Partnership for such benefits during the previous year of the Executive’s employment. Benefits otherwise receivable by Executive pursuant to this Section 4.1(ii) shall be reduced to the extent comparable benefits are actually received by the Executive during such 12 month period following his termination (or such shorter period elected by the Executive), and any such benefits actually received by Executive shall be reported by the Executive to the Corporation; and (iii) any options granted to Executive to acquire common stock of the Corporation, any restricted shares of common stock of the Corporation issued to the Executive and any other awards granted to the Executive under any employee benefit plan that have not vested shall immediately vest on said termination. (a) The Executive shall not be required to mitigate damages or the amount of any payment provided for under this Agreement by seeking other employment or otherwise, nor, except to the extent provided in Section 4.1 above, shall the amount of any payment provided for under this Agreement be reduced by any compensation earned by the Executive as a result of employment by another employer or by insurance benefits after the date of termination, or otherwise. (b) The provisions of this Agreement, and any payment provided for hereunder, shall not reduce any amounts otherwise payable, or in any way diminish the Executive’s existing rights, or rights which would accrue solely as a result of the passage of time, under any benefit plan of the Corporation or Partnership, or other contract, plan or arrangement.

  • Other Termination of Employment In the event of your voluntary termination (other than a Retirement subject to Section 2(c) or a Qualifying Termination subject to Section 2(f)), or termination by the Company or a subsidiary of the Company for misconduct or other conduct deemed by the Company to be detrimental to the interests of the Company or a subsidiary of the Company, you shall forfeit all unvested RSUs on the date of termination.

  • Compensation Upon Termination of Employment If the Executive’s employment hereunder is terminated, in accordance with the provisions of Article III hereof, and except for any other rights or benefits specifically provided for herein to be effective following the Executive’s period of employment, the Company will provide compensation and benefits to the Executive only as follows:

  • Exercise After Termination of Employment (A) Except as the COMMITTEE may at any time provide, if the employment of PARTICIPANT with the COMPANY and the subsidiaries and affiliates of the COMPANY is terminated for any reason other than death or “total disability” (as defined below), the AWARD may be exercised (to the extent that PARTICIPANT was entitled to do so on the date of the termination of PARTICIPANT’s employment) at any time within three months after such termination of employment, subject to the provisions of Section 2(C) of this AGREEMENT, and shall then expire. To the extent PARTICIPANT was not entitled to exercise the AWARD on the date of termination of PARTICIPANT’s employment, such portion of the AWARD shall expire on the date of such termination. (B) If PARTICIPANT becomes totally disabled, the AWARD shall become immediately vested and exercisable in full, and the AWARD may be exercised at any time during the first twelve (12) months that PARTICIPANT receives benefits under the Abercrombie & Fitch Co. Long Term Disability Plan, or any successor plan or program, subject to the provisions of Section 2(C) of this AGREEMENT, and shall then expire. (C) If PARTICIPANT dies while employed by the COMPANY or one of the subsidiaries or affiliates of the COMPANY, the AWARD shall become immediately vested and exercisable in full by PARTICIPANT’s estate or by the person who acquires the right to exercise the AWARD upon PARTICIPANT’s death by bequest or inheritance. The AWARD may be exercised at any time within one year after the date of PARTICIPANT’s death, or such other period as the COMMITTEE may at any time provide, subject to the provisions of Section 2(C) of this AGREEMENT, and shall then expire. (D) For purposes of this AGREEMENT, “total disability” shall have the definition set forth in the Abercrombie & Fitch Co. Long Term Disability Plan, which definition is incorporated herein by reference.

  • Benefits Upon Termination of Employment If the Executive is entitled to benefits pursuant to this Section 2, the Company agrees to pay or provide to the Executive as severance payment, the following: (i) A single lump sum payment, payable in cash within five days of the Termination Date (or if later, the Change of Control Date), equal to the sum of: (A) the accrued portion of any of the Executive's unpaid base salary and vacation through the Termination Date and any unpaid portion of the Executive's bonus for the prior fiscal year; plus (B) a portion of the Executive's bonus for the fiscal year in progress, prorated based upon the number of days elapsed since the commencement of the fiscal year and calculated assuming that 100% of the target under the bonus plan is achieved; plus (C) an amount equal to the Executive's Base Compensation times the Compensation Multiplier. (ii) Continuation, on the same basis as if the Executive continued to be employed by the Company, of Benefits for the Benefit Period commencing on the Termination Date. The Company's obligation hereunder with respect to the foregoing Benefits shall be limited to the extent that the Executive obtains any such benefits pursuant to a subsequent employer's benefit plans, in which case the Company may reduce the coverage of any Benefits it is required to provide the Executive hereunder as long as the aggregate coverages and benefits of the combined benefit plans is no less favorable to the Executive than the Benefits required to be provided hereunder. (iii) Outplacement services to be provided by an outplacement organization of national repute, which shall include the provision of office space and equipment (including telephone and personal computer) but in no event shall the Company be required to provide such services for a value exceeding 17% of the Executive's Base Compensation. (iv) Accelerated vesting of all outstanding stock options and of all previously granted restricted stock awards. (v) Target amounts that would have accrued under the MagneTek Shareholder Return Plan had the applicable period for each such target elapsed, calculated and paid, PRO RATA, for the actual period elapsed.

  • Competition After Termination of Employment The Company shall not pay any benefit under this Agreement if the Executive, without the prior written consent of the Company and within 2 years from the Executive’s Termination of Employment, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted in the trading area (a 50 mile radius) of the business of the Company, which enterprise is, or may deemed to be, competitive with any business carried on by the Company as of the date of termination of the Executive’s employment or retirement. This section shall not apply following a Change in Control.

  • Compensation Following Termination of Employment In the event that Executive's employment hereunder is terminated, Executive shall be entitled to the following compensation and benefits upon such termination:

  • Termination of Employment Severance Your immediate supervisor or the Company's Board of Directors may terminate your employment, with or without cause, at any time by giving you written notice of your termination, such termination of employment to be effective on the date specified in the notice. You also may terminate your employment with the Company at any time. The effective date of termination (the "Effective Date") shall be the last day of your employment with the Company, as specified in a notice by you, or if you are terminated by the Company, the date that is specified by the Company in its notice to you. The following subsections set forth your rights to severance in the event of the termination of your employment in certain circumstances by either the Company or you. Section 5 also sets forth certain restrictions on your activities if your employment with the Company is terminated, whether by the Company or you. That section shall survive any termination of this Agreement or your employment with the Company.

  • Termination of Employment and Severance Benefits The Executive’s employment hereunder shall terminate under the following circumstances:

  • Voluntary Termination of Employment If during the Employment Term, Executive terminates his employment under circumstances other than those specified elsewhere in this Section 8, Executive shall be entitled to the payments and benefits specified in Section 8(a).

Most Referenced Clauses

Most Referenced Definitions