Payments Upon Termination. A. Upon termination of the Executive's employment hereunder, the Company shall be obligated to pay and the Executive shall be entitled to receive, on the pay date for the pay period in which the termination occurs, all accrued and unpaid Base Salary to the date of termination. In addition, the Executive shall be entitled to any benefits to which he is entitled under the terms of any applicable employee benefit plan or program or applicable law.
B. Except as provided in Section 7(A), upon termination of the Executive's employment by the Company without Cause or by the Executive due to Good Reason, in addition to the amount set forth in Section 6(A), the Company shall be obligated to pay, and the Executive shall be entitled to receive, (i) Base Salary for a period of three years and (ii) continued medical and dental benefits for a period of three years at no cost to the Executive. The Company may cease all payments of Base Salary and bonus under this Section 6(B) in the event of a willful breach by the Executive of the provisions of Sections 8, 9 or 10 of this Agreement or any inadvertent breach that continues after notice given to the Executive by the Company. As a condition precedent to the receipt of any of the severance benefits hereunder the Executive hereby agrees to execute a release of claims against the Company and its affiliates in form and substance reasonably satisfactory to the Company.
C. In the event Executive elects to terminate employment as set forth in Section 5(F) then in such event any options not vested as set forth in Section 3(B) shall terminate.
D. Upon any termination or expiration of the Executive's employment hereunder pursuant to Section 5, the Executive shall have no further liability or obligation under or in connection with this Agreement; provided, however, that the Executive shall continue to be subject to the provisions of Sections 8, 9, 10, 11 and 12 hereof (it being understood and agreed that such provisions shall survive any termination or expiration of the Executive's employment hereunder for any reason). Upon any Voluntary Termination by the Executive (other than a resignation by the Executive for Good Reason), or expiration of Executive's employment agreement, the Company shall have no further liability under or in connection with this Agreement, except to pay the portion of the Executive's Base Salary earned or accrued at the date of termination.
Payments Upon Termination. If within two (2) years after a Change in Control of the Corporation, the Corporation or a Subsidiary shall terminate the Executive's employment other than by reason of the Executive's death, Disability, Retirement or for Cause or if the Executive shall terminate his employment for Good Reason then, in any such event, and subject in each case to Section 2(j) hereof, the Corporation or a Subsidiary will pay to the Executive as compensation for services rendered, beginning not later than the fifth business day following completion of the "Parachute Procedure" (as hereinafter defined) if the Corporation elects to follow such procedure and not later than the fifteenth day after the Date of Termination otherwise:
(a) the Executive's Salary through the Date of Termination, any existing fringe benefits (including medical benefits) and incentive compensation for the fiscal year in which the termination occurs in accordance with any arrangements then existing with the Executive and proportionate to the period of the fiscal year which has expired prior to the termination; and
(b) a lump sum severance payment equal to one (1) times the Executive's "Base Amount," as such term is defined in Section 280G of the Internal Revenue Code of 1986, as amended (the "Code") (subject to any applicable payroll or other taxes and changes required to be withheld computed at the rate for supplemental payments), provided that in no event shall "Total Payments" (as hereinafter defined) exceed 2.99 times the Executive's Base Amount. The Executive's Base Amount shall be determined in accordance with temporary or final regulations promulgated under Section 280G of the Code then in effect, if any. In the absence of such regulations, if the Executive were not employed by the Corporation (or any corporation or partnership affiliated with the Corporation (an "Affiliate") within the meaning of Section 1504 of the Code or a predecessor of the Corporation) during the entire five calendar years (the "Base Period") preceding the calendar year in which a Change in Control of the Corporation occurred, the Executive's average annual compensation for the purposes of such determination shall be the lesser of (i) the average of the Executive's annual compensation for the complete calendar years during the Base Period during which the Executive was so employed or (ii) the average of the Executive's annual compensation for both complete and partial calendar years during the Base Period during which the Ex...
Payments Upon Termination. 7.1 The Customer shall pay the Company liquidated damages (total monthly fee as specified in the Sales and Services Agreement x remaining months in the Term) upon the occurrence of any of the following events before the expiry of the Term:
a) if the Customer changes the Service;
b) if the Customer changes the registered name for the Service;
c) if the Customer changes the monthly fee as specified in the Sales and Services Agreement; or
d) if the Service and/or related services are terminated/disconnected for whatever reason (other than termination of Service as specified in Clause 7.4 below).
7.2 If the Customer terminates the Service during the first 365 days, the Customer shall pay the Company a HK$680 handling charge in addition to the liquidated damages specified in Clause 7.1.
7.3 If the Customer requests re-installation of the Service after termination of the same, the Company will charge an installation fee of HK$680 or such amount as determined by the Company at its sole discretion.
7.4 If the Customer terminates the Service as a result of moving to an area without the Company’s service coverage, the Customer will be released of all its obligations under this fixed term contract and will not be required to pay any liquidated damages specified in Clause 7.1 but the Customer shall settle all outstanding monies in the Service account. Upon such termination, all offers, rights and benefits incidental to the Service Plan subscribed bythe Customer shall cease immediately.
7.5 Upon termination of the Service, the Customer must return all equipment (if applicable) provided by the Company to SmarTone’s stores within fourteen (14) days. (Applicable to HomeFibre 500 & HomeFibre 1000) If the Customer requests the Company to collect the equipment from the Customer’s premises, the Company shall charge the Customer a collection fee of HK$300 or such amount as determined by the Company at its sole discretion. If the Customer does not return the equipment or the equipment is lost or damaged upon return, the Company will charge the Customer (i) HK$1,500 for Optical Network Terminal and/or (ii) HK$100 for Adaptor and/or (iii) HK$50 for Fibre Patch Cord; or (iv) HK$1,650 for full set of Optical Network Terminal, Adaptor and Fibre Patch Cord; or (v) such other charges at such rates as specified by the Company from time to time. Depending on resources availability, some Home Basic Broadband 100 need to use Fiber-to-the-home technology, these terms and conditions will ap...
Payments Upon Termination. (a) In the event of the termination of your employment hereunder for any reason or for no reason, the Company (a) will pay to you (or to your estate) (i) the portion of your Base Salary that has accrued prior to such termination and has not yet been paid, and (ii) an amount equal to the value of your accrued unused vacation days; and (b) will reimburse you for expenses properly incurred by you on behalf of the Company prior to such termination and properly documented in accordance with Section 3(d) above. Such amounts will be paid promptly after termination.
(b) If the Company terminates your employment without Cause, or you terminate your employment with Good Reason, the Company will pay you an amount equal to your Severance Compensation in twenty (20) equal monthly installments in arrears commencing one month after the date of termination and shall also pay you, on the date of your termination, your Accrued Base Compensation as of the termination date. The Company’s obligation to make such payments to you shall cease upon your material breach of any written agreement between you and the Company or of any written policy of the Company by which you are bound, if such breach causes or is likely to cause material harm to the Company.
(c) If the Company terminates your employment at any time for Cause, or upon your death or Disability, the Company will pay you your Accrued Base Compensation.
(d) Upon any termination of your employment with the Company to which Section 4(b) applies, the Company shall maintain the benefits that you were receiving as of the termination date and shall take such measures as are permissible under its medical, life, and disability insurance and any other employee benefit plans or programs to continue coverage or reimbursement for you (and your family, if applicable) on the same terms (including any required contribution by you) as immediately prior to such termination. If it is not permissible to continue any such coverage under any such insurance plans, the Company will pay you on the same schedule as set forth in Section 4(b), as additional severance compensation, such amount, net of state and federal income taxes payable by you with respect thereto, as will be sufficient for you to obtain such insurance coverage on an individual basis assuming that you (and each member of your family who is to be covered) is a “standard risk” for insurance purposes. Your rights under this Section 4(d) shall continue only for so long as you are en...
Payments Upon Termination. (a) If this Agreement is terminated for any reason set forth in Section 7, then Employee shall be entitled to receive (i) his earned but unpaid Base Salary through the date of the termination, (ii) any accrued and unused vacation or paid time off through the date of termination, (iii) reimbursement of any business expenses incurred in the ordinary course of business through the date of termination that have not yet been reimbursed pursuant to Section 4.05, and (iv) any earned but unpaid bonus pursuant to Section 4.02 for the calendar year prior to termination to the extent not yet paid when due (together, the “Accrued Compensation”).
(b) If Employee’s employment is terminated pursuant to Section 7.01(a) or (d) and provided that Employee shall have executed and delivered to the Company a release of claims substantially in the form attached hereto as Exhibit A (the “Release”) and any period for rescission of such Release shall have expired without Employee having rescinding such Release, in addition to the Accrued Compensation, Employee shall be entitled to receive an amount equal to continuation of the Base Salary for up to twelve (12) months from the date of termination, payable in twelve equal monthly installments in accordance with the Company’s regular payroll practices; reimbursement, up to a maximum of twelve (12) months, of the Company-paid portion of premium payments, as if Employee had remained an active employee, for any COBRA coverage Employee elects, if any; and any unvested equity award, whether made before, on, or after the date of this Agreement, (1) that is subject solely to a time-based vesting condition will accelerate and vest in full and (2) that is subject to subsequent performance-based vesting conditions shall be eligible to vest and be settled based on the actual achievement of the applicable performance objective(s) as if the date of termination was the end of the applicable performance period(s) (the “Equity Acceleration”).
Payments Upon Termination. Executive will be entitled to receive payment of the following: (i) all earned but unpaid compensation (including accrued unpaid vacation) through the effective date of termination, payable on or before the termination date; and (ii) reimbursement, made in accordance with Section 4(e) of the Employment Agreement, of any monies advanced or incurred by Executive in connection with his/her employment for reasonable and necessary Company-related expenses incurred on or before the Termination Date. The provisions of this Agreement shall not waive or terminate any rights to compensation or vested benefits under the Company’s benefits plans or as required by law, or to indemnification Executive may have under the Company’s Certificate of Incorporation, Bylaws or separate indemnification agreement, as applicable.
Payments Upon Termination. In the event that the Executive’s employment with the Company is terminated for any reason, the Executive shall have the right to receive (i) the compensation and reimbursable expenses then accrued and/or earned and unpaid under Sections 4.1 and 5 of this Agreement through the date of termination, (ii) payment for unused vacation days accrued through the date of termination and (iii) any benefits required by the Consolidated Omnibus Budget Reconciliation Act of 1985.
Payments Upon Termination. If required pursuant to Section 3(c) hereof, the Company will pay to the Employee as compensation for services rendered:
(a) Not later than the 5th day after the Date of Termination, the Employee's Base Salary through the Date of Termination, the amount of any accrued but unused FTO or vacation time to which the employee is entitled through the Date of Termination, and any amounts to be paid to the Employee pursuant to any deferred compensation plan; and
(b) If the Date of Termination is within twelve (12) months following a Change in Control, the Employee shall also receive the following:
(i) no later than ten (10) days after such Date of Termination, a lump sum payment (minus withholdings and other required deductions) of an amount equal to three (3) times the Employee's Base Salary, plus thirty-six (36) times the amount to which the Employee was then entitled immediately prior to the Change in Control for the monthly automobile allowance; and
(ii) no later than ten (10) days after such Date of Termination, an additional lump sum payment (minus with-holdings and other required deductions) of an amount equal to three (3) times the greater of (x) the bonus, if any, that was actually paid to the Employee for the year's results for the Company's fiscal year immediately preceding the year in which the Date of Termination occurs, (y) the percentage of maximum bonus otherwise payable for the full fiscal year in which the Date of Termination occurs assuming performance relative to plan for the entirety of such fiscal year was the same as performance relative to plan year to date as of the Date of Termination, or (z) the average bonus actually paid to the Employee for the five fiscal years immediately preceding the year in which the Date of Termination occurs (for the purpose of this Section 4(b)(ii), " bonus" shall include regular annual bonus payments, annual PIC bonus payments, annual super performance bonus payments and any other designated annual (as opposed to long-term) bonus payments); and
(iii) commencing upon the Date of Termination:
(1) All Other Benefits that were in effect and in which the Employee participated immediately prior to the Change in Control, for the period of the earlier to occur of thirty-six (36) months following the Date of Termination or the date the Employee becomes eligible for benefits from a subsequent employer. The provisions and conditions covering these Other Benefits, including but not limited to the amount of any contributio...
Payments Upon Termination. 1. In the event of any termination under paragraph 6.05, Engineer will be entitled to invoice Owner and to receive full payment for all services performed or furnished and all Reimbursable Expenses incurred through the effective date of termination. Upon making such payment, Owner shall have the limited right to the use of Documents, at Owner’s sole risk, subject to the provisions of paragraph 6.03.E.
Payments Upon Termination. Upon termination of Executive’s employment for any reason, Executive shall be entitled to receive any salary and benefits that are accrued and unpaid as of the date of termination.
