SPECIAL COMPENSATION IF COMPANY SOLD FOR MINIMUM PRICE DURING EMPLOYEE'S EMPLOYMENT Sample Clauses

SPECIAL COMPENSATION IF COMPANY SOLD FOR MINIMUM PRICE DURING EMPLOYEE'S EMPLOYMENT. The Employee shall have the option to receive special compensation under this Section (the "SPECIAL COMPENSATION OPTION"), if both of the following occur: (i) the Company is sold for a price equal to or greater than Five Dollars and Fifty Cents ($5.50) per share, irrespective of whether such sale was a sale of stock or assets (if a sale of assets, then the purchase price the Company receives for such assets shall be divided by the number of shares of the Company outstanding on the closing date of such asset sale to determine the per share price for purposes of this provision); and (ii) the Employee is still employed by the Company on the closing of such sale. Under the Special Compensation Option, the Employee shall have the option to receive either: (i) a One Million Dollar ($1,000,000) payment from the Company; or (ii) the Employee may exercise all "Stock Options," as defined in and as granted under Section 14 of this Agreement, as if all such Stock Options were then available and vested. The Employee shall provide the Company with written notice of his election under the Special Compensation Option within fifteen (15) days following the closing of the applicable sale of the Company (the "NOTICE PERIOD"). If the Employee elects to receive payment of One Million Dollars ($1,000,000), the Company shall make such payment, reduced solely by all applicable payroll and withholding taxes and other garnishments, within ten (10) days of the expiration of the Notice Period. If on the other hand the Employee elects to exercise all his Stock Options under Section 14 of this Agreement, the Employee shall pay for all such Stock Options in full to the Company and upon receipt of such payment in the form of readily available cash, the Company shall issue the stock subject to such Stock Options to the Employee, within ten (10) days of the expiration of the Notice Period. Notwithstanding anything to the contrary in the Agreement, if the Employee exercises his Special Compensation Option under this Section 13(d), then 13(b) above shall contemporaneously terminate in its entirety, and be of no further force or effect, and the Employee shall have no rights to receive any payments thereunder. Conversely, if the Employee exercises his right to receive compensation under 13(b) above, then this Section 13(d) shall contemporaneously terminate in its entirety, and be of no further force or effect.
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Related to SPECIAL COMPENSATION IF COMPANY SOLD FOR MINIMUM PRICE DURING EMPLOYEE'S EMPLOYMENT

  • Death During Employment If the Executive dies during the term of employment and has not attained the age of seventy years, the Corporation and/or any third party insurance provided by the Corporation, through a coordination of benefits, shall pay the estate of the Executive a death benefit equal to two times the Executive's annual salary. In the event the Executive receives death benefits payable under any group life insurance policy issued to the Corporation, the Corporation's liability under this clause will be reduced by the amount of the death benefit paid under such policy. The Corporation shall pay any remaining death benefits to the estate of the Executive over the course of twelve (12) months in the same manner and under the same terms as the Executive would have been paid if he had still been working for the Corporation. No later than one (1) month from the date of death, the estate of the Executive will also be paid any accumulated vacation pay. Such payments pursuant to this paragraph shall constitute the full compensation of said Executive and he and his estate shall have no further claim for compensation by reason of his employment by the Corporation.

  • Non-Competition During Employment Executive agrees during the Basic Term, and any extension of the Basic Term under this Agreement, he will not compete with the Company by engaging in the conception, design, development, production, marketing, or servicing of any product or service that is substantially similar to the products or services which the Company provides, and that he will not work for, in any capacity, assist, or became affiliated with as an owner, partner, etc., either directly or indirectly, any individual or business which offer or performs services, or offers or provides products substantially similar to the services and products provided by Company.

  • No Other Employment; Minimum Time Commitment During the Period of Employment, the Executive shall (i) devote substantially all of the Executive’s business time, energy and skill to the performance of the Executive’s duties for the Company, (ii) perform such duties in a faithful, effective and efficient manner to the best of his abilities, and (iii) hold no other employment without the express written approval of the Board. The Executive’s service on the boards of directors (or similar body) of other business entities is subject to the approval of the Board. The Company shall have the right to require the Executive to resign from any board or similar body (including, without limitation, any association, corporate, civic or charitable board or similar body) which he may then serve if the Board reasonably determines that the Executive’s service on such board or body interferes with the effective discharge of the Executive’s duties and responsibilities to the Company or that any business related to such service is then in competition with any business of the Company or any of its Affiliates, successors or assigns.

  • Termination of Executives Employment Termination of Executive's Employment means that (i) the Company has terminated Executive's employment with the Company (including any subsidiary of the Company) other than for Cause (as defined in Section 5.2), death or Disability (as defined in Section 5.3), or (ii) Executive, by written notice to the Company, has terminated his employment with the Company (including any subsidiary of the Company) for Good Reason (as defined below). For purposes of this Agreement, "Good Reason" means:

  • Employment During Unpaid Maternity Leave Where less than the 52 weeks Other Parent Leave is taken paid or unpaid, the unused portion of the leave cannot be banked or preserved in any way.

  • During Employment During Employee’s employment hereunder, Employee shall not engage, directly or indirectly, as an employee, officer, director, partner, manager, consultant, agent, owner (other than a minority shareholder or other equity interest of not more than 1% of a company whose equity interests are publicly traded on a nationally recognized stock exchange or over-the-counter) or in any other capacity, in any competition with the Company or any of its subsidiaries.

  • Death During Benefit Period If the Executive dies after the benefit payments have commenced under this Agreement but before receiving all such payments, the Company shall pay the remaining benefits to the Executive's beneficiary at the same time and in the same amounts they would have been paid to the Executive had the Executive survived.

  • Employee’s Termination The Employee shall have the right to terminate this Agreement by providing at least days’ notice. If the Employee should terminate this Agreement, he or she shall be entitled to severance, equal to their pay at the time of termination, for a period of .

  • SALARY DETERMINATION FOR EMPLOYEES IN ADULT EDUCATION [Not applicable in School District No. 62 (Sooke)]

  • Public Employees Retirement System “PERS”) Members.

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