Common use of Resignation by the Executive Clause in Contracts

Resignation by the Executive. The Executive may resign employment by giving Contact Gold the amount of written notice (the end date of which is the "Resignation Effective Date") set out in Schedule "A", in which event the Executive shall not be entitled to any severance payment but shall be entitled to receive all Annual Salary earned to the date of cessation of employment, together with any outstanding earned but untaken vacation pay, reimbursement of any final expenses and any Bonus for which Executive has satisfied all conditions of entitlement on or before the last day of the Executive's employment, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice (collectively, "Final Wages"). The Company may, at its option, terminate Executive's employment prior to the end of such resignation notice period, in which case, Contact Gold shall only be liable to pay the Executive Annual Salary on regular paydays through to the end of the resignation period, to continue Benefits other than disability and other coverages which cannot be extended to former employees over such period, and to pay any Bonus for which all conditions of entitlement have or occurred on or before the last day of active employment set by the Company, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice. For greater certainty, the Resignation Effective Date shall be the date on which the Executive's ceases employment with Contact Gold. Notwithstanding any other plan or agreement, on such resignation: a) vesting of any options, restricted share units or restricted shares (together, and individually "Equity Remuneration") held by the Executive will continue to the date which is three (3) months from the end of the Resignation Effective Date in accordance with the terms of the grants, at which time all further vesting shall cease and any unvested Equity Remuneration shall be cancelled; and b) Equity Remuneration vested as of the Resignation Effective Date, and those vesting pursuant to 4.1(a), shall remain open for exercise until the earlier of (i) the date that is three (3) months following the Resignation Effective Date, and (ii) the expiry date of the Equity Remuneration, subject to the terms of the SOP, Restricted Share Unit Plan or other relevant compensatory plan, at which time all Equity Remuneration shall be cancelled.

Appears in 3 contracts

Samples: Employment Agreement (Contact Gold Corp.), Employment Agreement (Contact Gold Corp.), Employment Agreement (Contact Gold Corp.)

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Resignation by the Executive. The Executive may resign terminate this Agreement and his employment hereunder at any time by giving Contact Gold the amount delivery of at least thirty (30) days’ advance written notice to the Company. In any circumstance involving a termination of this Agreement and of the Executive’s employment pursuant to this Section 5(a): (i) the end Company shall (A) pay the Executive an amount in cash equal to the Executive’s accrued but unpaid Salary and vacation pay through the date of termination, (B) pay the Executive an amount in cash equal to any CLIA Waiver Bonus and any Liquidity Event Bonus that has been earned by the Executive under Section 3 hereof prior to the date of termination but that remains unpaid as of such date, and (C) promptly reimburse any expenses incurred by the Executive through the date of termination and for which the Executive is entitled to receive reimbursement under Section 4 hereof in accordance with the "Resignation Effective Date"Company’s expense reimbursement policies (all such payments referenced in this subparagraph (i) set out being collectively referred to in Schedule "A"this Agreement as the “Base Termination Payments”); (ii) subject to Section 5(f), the Executive shall retain his rights under Section 3(b) to receive a CLIA Waiver Bonus Payment in which event respect of any CLIA waiver received by the Company after the effective date of termination but only to the extent that the Company filed its original application in respect of such CLIA waiver during the term of the Executive’s employment or within sixty (60) days following the effective date of termination, it being understood and agreed that the Executive shall not be entitled have any right to receive a CLIA Waiver Bonus Payment in respect of any waiver for which the Company first files its application more than 60 days following the effective date of termination (such rights referenced in this subparagraph (ii) being referred to herein as the “Surviving CLIA Waiver Bonus Rights”); (iii) subject to Section 5(f), the Executive shall retain his rights under Section 3(c) to receive Liquidity Event Bonus payments (including in respect of any Liquidity Event that may occur following the effective date of termination) to the extent that such rights have vested under Section 3(c)(iii) as of the effective date of termination, it being understood and agreed that the Executive shall forfeit any such rights with respect to any severance payment but future Liquidity Events to the extent that such rights have not then vested (such rights referenced in this subparagraph (iii), to the extent so vested and not forfeited, being referred to herein as the “Surviving Liquidity Event Bonus Rights”); (iv) the Executive shall be entitled retain and receive any other rights or benefits (to receive all Annual Salary the extent earned to and vested as of the date of cessation of employment, together with termination) under any outstanding earned but untaken vacation pay, reimbursement of any final expenses and any Bonus for which Executive has satisfied all conditions of entitlement on Company employee benefit plans or before the last day of the Executive's employment, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice (collectively, "Final Wages"). The Company may, at its option, terminate Executive's employment prior to the end of such resignation notice period, in which case, Contact Gold shall only be liable to pay the Executive Annual Salary on regular paydays through to the end of the resignation period, to continue Benefits other than disability and other coverages which cannot be extended to former employees over such period, and to pay any Bonus for which all conditions of entitlement have or occurred on or before the last day of active employment set by the Company, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice. For greater certainty, the Resignation Effective Date shall be the date on which the Executive's ceases employment with Contact Gold. Notwithstanding any other plan or agreement, on such resignation: a) vesting of any options, restricted share units or restricted shares (together, and individually "Equity Remuneration") held by the Executive will continue to the date which is three (3) months from the end of the Resignation Effective Date arrangements in accordance with the terms of such plans and arrangements; (v) the grants, at which time all further vesting Executive shall cease not otherwise be entitled to any severance payments or similar benefits as of the date of termination (except as and any unvested Equity Remuneration shall be cancelledto the extent required by applicable law); and b(vi) Equity Remuneration vested except as otherwise expressly provided in this Section 5(a), any and all other rights of the Executive to receive a Salary, bonus or other compensation or benefits shall terminate as of the Resignation Effective Date, and those vesting pursuant to 4.1(a), shall remain open for exercise until the earlier of (i) the date that is three (3) months following the Resignation Effective Date, and (ii) the expiry effective date of the Equity Remuneration, subject to the terms of the SOP, Restricted Share Unit Plan or other relevant compensatory plan, at which time all Equity Remuneration shall be cancelledtermination.

Appears in 3 contracts

Samples: Executive Employment Agreement (Qualigen Therapeutics, Inc.), Executive Employment Agreement (Qualigen Therapeutics, Inc.), Executive Employment Agreement (Qualigen Therapeutics, Inc.)

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Resignation by the Executive. The Executive may resign employment by giving Contact Gold Clover Nevada the amount of written notice (the end date of which is the "Resignation Effective Date") set out in Schedule "A", in which event the Executive shall not be entitled to any severance payment but shall be entitled to receive all Annual Salary earned to the date of cessation of employment, together with any outstanding earned but untaken vacation pay, reimbursement of any final expenses and any Bonus for which Executive has satisfied all conditions of entitlement on or before the last day of the Executive's employment, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice (collectively, "Final Wages"). The Company Clover Nevada may, at its option, terminate Executive's employment prior to the end of such resignation notice period, in which case, Contact Gold Clover Nevada shall only be liable to pay the Executive Annual Salary on regular paydays through to the end of the resignation period, to continue Benefits other than disability and other coverages which cannot be extended to former employees over such period, and to pay any Bonus for which all conditions of entitlement have or occurred on or before the last day of active employment set by the Company, including, in the case of an annual bonus, having worked through the end of the year prior to giving resignation notice. For greater certainty, the Resignation Effective Date shall be the date on which the Executive's ceases employment with Contact GoldClover Nevada. Notwithstanding any other plan or agreement, on such resignation: a) vesting of any options, restricted share units or restricted shares (together, and individually "Equity Remuneration") held by the Executive will continue to the date which is three (3) months from the end of the Resignation Effective Date in accordance with the terms of the grants, at which time all further vesting shall cease and any unvested Equity Remuneration shall be cancelled; and b) Equity Remuneration vested as of the Resignation Effective Date, and those vesting pursuant to section 4.1(a), shall remain open for exercise until the earlier of (i) the date that is three (3) months following the Resignation Effective Date, and (ii) the expiry date of the Equity Remuneration, subject to the terms of the SOP, Restricted Share Unit Plan or other relevant compensatory plan, at which time all Equity Remuneration shall be cancelled.

Appears in 1 contract

Samples: Employment Agreement (Contact Gold Corp.)

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