Resignation and Termination for Cause. If the Executive’s Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(c) (relating to the Executive’s termination for Cause), or paragraph 3(e) (relating to the Executive’s resignation), then, except as otherwise expressly provided in this Agreement or otherwise agreed in writing by the Parent Company or the Employer, respectively, the Parent Company and the Employer shall have no obligation to make payments under the Agreement for periods after the Executive’s Date of Termination.
Resignation and Termination for Cause. Employee shall not resign Employee’s employment prior to the end of the Retention Period, nor shall Employee commit any action that results in a performance problem or violation of Company policy, which leads to termination for cause. The term “cause” is defined for purposes of this Agreement to include any act of dishonesty or disloyalty, fraud, conviction of a felony or conviction of a misdemeanor involving moral turpitude, and/or willful misconduct in the performance of Employee’s job duties. If either of these events occurs prior to the end of the Retention Period, Employee shall not earn the full Retention Bonus and may be obligated to repay a portion of the Retention Bonus already paid in compliance with Section 5 below;
Resignation and Termination for Cause. In the event of Employee’s Resignation or a Termination for Cause, the Company will have no obligation to pay severance.
Resignation and Termination for Cause. If the Executive's Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(c) (relating to the Executive's termination for Cause) or paragraph 3(e) (relating to the Executive's resignation), then, in addition to the amounts payable in accordance with paragraph 4(a):
(i) All unexercised stock options granted to the Executive prior to the Date of Termination and which are exercisable immediately prior to the Date of Termination shall continue to be exercisable by the Executive for a period of 90 days after the Date of Termination.
(ii) The Executive shall receive a cash payment from the Company equal to the Fair Market Value of the vested Share Units credited to his Stock Account as of the Date of Termination.
Resignation and Termination for Cause. You shall not resign your employment prior to the end of the Transition Period, nor shall you commit any action that results in termination for Cause. For purposes of this Agreement and Release, “Cause” shall be defined as follows: (i) deliberate or intentional failure by you to perform your material duties, including your intentional refusal to act upon a reasonable instruction of management; (ii) an act of fraud, embezzlement, or theft or other material violation of law or applicable regulation by you; (iii) intentional wrongful damage by you to material assets of the Company or its subsidiaries; (iv) intentional wrongful disclosure by you of material confidential information of the Company or its subsidiaries; (v) intentional wrongful engagement by you in any competitive activity which would constitute a breach of this Agreement and/or of your duty of loyalty; (vi) your violation of the Company’s Code of Business Conduct and Ethics or employee manual (or versions pertaining to any of the Company’s subsidiaries) which violation is not cured, to the extent practicable, within ten (10) days after notice to you of such violation; (vii) your failure to acquire or maintain any registration, license or other approval required by the Company or its subsidiaries, in its sole discretion, to perform your duties hereunder (unless such failure is curable within a reasonable period of time as determined by the Company (or its subsidiaries) in its sole discretion); (viii) your violation of any law, rule, or regulation of any governmental authority, securities exchange or association or other regulatory or self-regulatory body which violation is not cured, to the extent permitted or possible, immediately upon notice to you of such violation; (ix) your conviction of, or a plea of nolo contendere, a guilty plea or confession by you to any felony, or a misdemeanor involving moral turpitude; or (x) your material breach of any material provision of this Agreement and Release or the Employment Agreement, which breach has not been cured within ten (10) days after notice to you of such violation.
Resignation and Termination for Cause. If the Executive’s Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(c) (relating to the Executive’s termination for Cause), or paragraph 3(e) (relating to the Executive’s resignation), then, except as otherwise expressly provided in this Agreement or otherwise agreed in writing between the Executive and the Company, the Executive shall not be entitled to the annual bonus and quarterly bonus amounts (as described in paragraphs 2(b) and 2(c)) for the performance periods in which the Date of Termination occurs, or for subsequent performance periods; and if terminated for Cause the Company shall have no obligation to make payments under the Agreement for periods after the Executive’s Date of Termination.
Resignation and Termination for Cause. If the Executive's Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(c) (relating to the Executive's termination for Cause) or paragraph 3(e) (relating to the Executive's resignation), then, in addition to the amounts payable in accordance with paragraph 4(a):
(i) Within 15 days after the Executive's Date of Termination, he shall be entitled to a payment equal to the balance credited to the Make-Whole Retirement Plan Benefit as of the Date of Termination.
(ii) The Executive shall be entitled to the minimum quarterly performance bonus amount (as described in paragraph 2(c)) and the quarterly special bonus amount (as described in paragraph 2(d)) for the quarter in which the Date of Termination occurs, subject to a pro-rata reduction to reflect the portion of the quarter following the Date of Termination. No performance bonus or special bonus payments shall be made for quarters commencing after the Date of Termination. Any unexercised stock options granted to the Executive shall be forfeited.
Resignation and Termination for Cause. Notwithstanding Section 2 above, the Executive may resign and the Company may terminate Executive’s employment hereunder at any time for Cause. For purposes of this Agreement, “Cause” shall mean:
Resignation and Termination for Cause. If the Executive's Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(c) (relating to the Executive's termination for Cause), then, except as otherwise expressly provided in this Agreement or otherwise agreed in writing between the Executive and the Company, the following paragraphs (I) and (II) shall apply in addition to the amounts payable in accordance with paragraph 4(a):
(I) To the extent that a bonus amount is payable in accordance with paragraph 2(b)(i) or 2(b)(ii), such payment shall be in the amounts and at the times set forth in those paragraphs. Except to the extent that a bonus is payable in accordance with paragraph 2(b)(i) or 2(b)(ii), no bonus shall be paid in accordance with paragraph 2(b).
(II) The Executive shall not be entitled to the bonus amounts described in paragraph 2(c) for the performance period in which the Date of Termination occurs, or for subsequent performance periods. If the Executive's Date of Termination occurs during the Agreement Term under circumstances described in paragraph 3(e) (relating to the Executive's resignation), then the following paragraphs (i) and (ii) shall apply in addition to the amounts payable in accordance with paragraph 4(a):
(i) The Executive shall be eligible to receive payment of a bonus under paragraph 2(b) in accordance with such paragraph. To the extent that such bonus amount is payable in accordance with paragraph 2(b)(i) or 2(b)(ii), such payment shall be in the amounts and at the times set forth in those paragraphs. To the extent that such bonus is payable under paragraph 2(b) other than in accordance with paragraph 2(b)(i) or 2(b)(ii), any such bonus shall be subject to a pro-rata reduction for the portion of the performance period (January 1, 2002 through June 30, 2002) following the Date of Termination.
(ii) If the Executive's Date of Termination occurs after June 30, 2002, the Executive shall be eligible to receive payment of the bonus under paragraph 2(c) for the performance period in which his Date of Termination occurs, based on actual performance for the entire period, and payable at the same time as it is payable for other participants in the bonus plan, subject to a pro-rata reduction for the portion of the performance period following the Date of Termination. If the Executive's Date of Termination occurs on or before June 30, 2002, the Executive shall not be entitled to any bonus payments under paragraph 2(c). If the Executive's Date ...
Resignation and Termination for Cause. Employee shall not resign Employee’s employment prior to the end of the Retention Period, nor shall Employee commit any action that results in a performance problem or violation of Company policy, which leads to termination for cause. The term “cause” is defined for purposes of this Agreement to include any act of dishonesty or disloyalty, fraud, conviction of a felony or conviction of a misdemeanor involving moral turpitude, violation of a policy of the Company, and/or willful or negligent misconduct in the performance of Employee’s job duties. Employee shall retain and not be required to repay any previous Installment Payments that were already made.
