Resignation for Good Cause Sample Clauses

Resignation for Good Cause. The Executive may resign on two weeks’ written notice (the end of such notice also being the “Termination Date”) for “Good Cause” (as defined below), in which event the Company shall be obligated to pay the Executive, on the Termination Date, an amount equal to two times the Annual Salary, less lawful deductions.
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Resignation for Good Cause. The termination of his employment under this Agreement by Employee following a substantial reduction in Employee's position or duties or material breach of this Agreement by Employer shall be deemed a termination by employee for reasons other than cause as set forth in paragraph 10 hereof.
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Resignation for Good Cause. You may terminate this Agreement for Good Cause (as defined below) by giving the Company at least 30 days advance written notice, with specific details in said notice as to purported Good Cause. The Company reserves the right to either cure the alleged Good Cause or to accelerate the Termination Date. If your employment is terminated for Good Cause, and conditioned upon you timely signing, returning and not revoking a separation and general release agreement in a form satisfactory to the Company and provided you comply with the CIAA and the terms of this Agreement, the Company will provide you with severance as follows: (a) if your employment terminates for Good Reason during the Initial Term, the Company will continue to pay your regular base salary as severance for six months; and (b) at any time thereafter, the Company will continue to pay your regular base salary as severance for three months.
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Resignation for Good Cause. If the Employee resigns employment with “Good Cause,” the Employee shall be entitled to payment of Base Salary earned and unpaid as of the date of termination, and an amount equal to a pro-rata portion (based on the bonus plan year) of the Employee’s most recent bonus paid (i.e., for the prior bonus plan year) under the Management Bonus Plan less any payment made under the current year plan. In addition, the Employee shall be entitled to receive the Severance as set forth in the preceding subparagraph 7(C) in the same manner as set forth in that subparagraph. Notwithstanding anything in this paragraph or elsewhere in this Agreement, the Employee shall not be entitled to and shall not receive any Severance payments and benefits unless the Employee executes (and, as appropriate, does not revoke) a Separation Agreement (which shall include a General Release of claims) acceptable to GXS and in substantially the same form as the Separation Agreement attached hereto. Payment of Severance under this paragraph shall be the exclusive severance benefits available to the Employee, and shall be in lieu of any other severance or layoff benefit, or similar benefit, offered by GXS to its employees, and the Employee hereby waives the right to receive any severance or layoff benefit under any other plan, policy or practice. “Good Cause” means (i) a material diminution in the combined Base Salary and Bonus target; (ii) a material diminution in authority, duties or responsibilities; (iii) a material diminution in the budget over which the Employee retains authority; (iv) a material change in the geographic location at which the Employee is regularly required to provide services; (v) a material breach of this Agreement by GXS; (vi) a Change of Control Event. A “Change of Control Event” occurs when both a Change of Control Transaction and a Failure to Offer Comparable Employment occur, as defined below:
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Resignation for Good Cause. If the Employee shall terminate his employment under this Agreement pursuant to Section 13 for good reason, he shall be entitled to all payments and shall have all of the other rights to which he would have been entitled if the Company had terminated his employment pursuant to Section 13. For purposes of this Section 15, "good reason" shall mean the Employee's duties or responsibilities shall become substantially inconsistent with those of senior executive management of the Company, or the Company shall have materially breached its obligations under this Agreement and such breach shall not have been cured at the time the Employee terminates his employment.
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Resignation for Good Cause. 39 SECTION 9.2 Dismissal For Cause....................................... 40
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Related to Resignation for Good Cause

  • Resignation for Good Reason The Executive may resign from the Executive’s employment for Good Reason.

  • Termination for Good Cause During the Initial Term or a Renewal Term, a party (the “Terminating Party”) may only terminate the Agreement against the other party (the “Non-Terminating Party”) for good cause. For purposes of this Agreement, “good cause” shall mean:

  • Termination Without Cause; Resignation for Good Reason If during the term of this Agreement, either (A) the Executive's employment with the Company and/or any of its parent, subsidiaries or affiliates is terminated for any reason other than death, disability (as defined in Section 5(e) hereof) or for Cause (as such term is defined in Section 5(a)(ii) hereof), or (B) the Executive resigns for Good Reason (as such term is defined in Section 5(a)(iii) hereof) from employment with the Company and/or any of its parent, subsidiaries or affiliates, the Executive shall be entitled (C)(x) to receive his then current Base Salary for a period of twelve (12) months from the termination or resignation date, payable at such times as such Base Salary would be payable as if no such termination or resignation had occurred, (C)(y) (1) to continue participation in the plans and arrangements described in clauses (b) and (f) of Section 4 hereof (to the extent permissible by law and the terms of such plans and arrangements) for a period of twelve (12) months after such termination or resignation (the "Continuation Period"), or (C)(y)(2) to the extent at any time following termination of this Agreement and during the Continuation Period that the plans and arrangements described in clauses (b) and (f) of Section 4 hereof are discontinued or terminated and no comparable plans in which the Executive is permitted to continue participation are established in their place, then to receive a gross bonus payment in an amount which after payment therefrom of all applicable federal and state income and employment taxes, will equal the cost to the Company at the time of the termination, resignation or discontinuation of any such plans, attributable to the Executive's participation in the plans and arrangements described in clauses (b) and (f) of Section 4 hereof for the Continuation Period less any portion thereof in which the Executive has continued his participation in such plans and arrangements described in clauses (b) and (f) of Section 4 hereof in accordance with subsection 5(b)(C)(y)(1) above; which payment shall be due following termination or resignation of the Executive's employment immediately upon the date of termination, resignation or discontinuation of any such plan, and (C)(z) to have all stock options which have been granted to the Executive to immediately become fully exercisable and to remain exercisable for a period of three (3) months after the employment termination date in accordance with the terms of the Plans and the relevant stock option agreement, provided, however, that if the provisions of Section 5(c) are applicable to such termination or resignation of employment, the Executive's rights shall be governed by Section 5(c).

  • Termination for Good Reason The Employee's employment may be terminated by the Employee for Good Reason. For purposes of this Agreement, "Good Reason" shall mean:

  • Termination for Cause; Resignation Without Good Reason If the Company terminates Executive’s employment with the Company for Cause, or Executive resigns without Good Reason, then Executive will not be entitled to any further compensation from the Company (other than accrued salary, and accrued and unused vacation, through Executive’s last day of employment), including severance pay, pay in lieu of notice or any other such compensation.

  • Termination for Cause; Resignation If Executive’s employment terminates due to a Termination for Cause (as defined below) or a Resignation (as defined below), Base Salary earned but unpaid as of the date of such termination will be paid to Executive in a lump sum and the Company will have no further obligations to Executive hereunder. In the event any termination of Executive’s employment for any reason, Executive if so requested by the Company agrees to assist in the orderly transfer of authority and responsibility to Executive’s successor.

  • Termination Without Cause or Resignation for Good Reason If the Executive’s employment with the Company is terminated by the Company (other than for Cause, Disability or death) or the Executive resigns for Good Reason during the Term, then the Executive shall be entitled to the following benefits, subject to compliance, where applicable, with the requirements in Section 4.4 below regarding release of claims, the Company shall: (a) pay to the Executive in a lump sum (i) any unpaid base salary of the Executive, (ii) any accrued but unused and unpaid vacation pay of the Executive, (iii) any earned and unpaid bonuses of the Executive, and (iv) the amount of any unpaid compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) (provided that this clause (iv) shall not cause accelerated payment of amounts subject to Section 409A (as defined below) if not provided for under the terms by which such amounts were or are deferred), in each case of clauses (i) through (iv) through the Date of Termination (collectively, the “Accrued Obligations”); (b) continue to provide to the Executive in accordance with the Company’s ordinary payroll practices, the Executive’s base salary for a period of time after the Date of Termination equal to 12 months (the “Severance Period”), with payments beginning as provided in 4.4 below; (c) if and while the Executive and his or her family qualifies for and elects to participate in continuation health coverage under Section 4980B of the Code (“COBRA”), the Company will continue to pay the share of the premium for such coverage that it pays for active and similarly-situated employees who receive the same type of coverage until the earlier of (i) the end of the Severance Period or (ii) the date the Executive’s COBRA continuation coverage expires, unless the Company’s providing payments for COBRA will violate the nondiscrimination requirements of applicable law, in which case this benefit will not apply; and (d) to the extent not previously paid or provided, the Company shall timely pay or provide to the Executive any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company (collectively, the “Other Benefits”).

  • Voluntary Termination for Good Reason “Voluntary Termination for Good Reason” shall mean the Employee voluntarily resigns after the occurrence of any of the following (i) without the Employee’s express written consent, a material reduction of the Employee’s duties, title, authority or responsibilities, relative to the Employee’s duties, title, authority or responsibilities as in effect immediately prior to such reduction, or the assignment to Employee of such reduced duties, title, authority or responsibilities; provided, however, that a reduction in duties, title, authority or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Senior Vice-President of a business unit of the Company remains as such following a Change of Control) shall not by itself constitute grounds for a “Voluntary Termination for Good Reason;” (ii) without the Employee’s express written consent, a material reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) a reduction by the Company in the base salary of the Employee as in effect immediately prior to such reduction; (iv) a material reduction by the Company in the aggregate level of employee benefits, including bonuses, to which the Employee was entitled immediately prior to such reduction with the result that the Employee’s aggregate benefits package is materially reduced (other than a reduction that generally applies to Company employees); (v) the relocation of the Employee to a facility or a location more than thirty-five (35) miles from the Employee’s then present location, without the Employee’s express written consent; (vi) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 7(a) below; or (vii) any act or set of facts or circumstances which would, under California case law or statute constitute a constructive termination of the Employee.

  • Termination for Cause; Resignation Without Good Reason; Death or Disability If you resign without Good Reason, or the Company terminates your employment for Cause, or upon your death or disability, then all payments of compensation by the Company to you hereunder will terminate immediately (except as to amounts already earned), and you will not be entitled to any Severance Benefits.

  • Termination for Cause If Vendor fails to materially perform pursuant to the terms of this Agreement, TIPS shall provide written notice to Vendor specifying the default. If Vendor does not cure such default within thirty (30) days, TIPS may terminate this Agreement, in whole or in part, for cause. If TIPS terminates this Agreement for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience.

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