Term and Termination of Employment. Employee's term of employment under this Agreement shall commence on the effective date of this Agreement and shall continue thereafter until terminated by either party by providing the other with not less than thirty (30) days prior written notice of such party's intention to terminate this Agreement. Notwithstanding the foregoing, however, the parties acknowledge and agree that Employee’s employment with Employer shall be at will. Either party may terminate this Agreement with or without cause upon thirty (30) days written notice. This Agreement does not constitute a contract of employment for a specific duration. Upon such termination, all of Employee’s rights to compensation and other benefits hereunder shall terminate upon the date his employment terminates except as provided herein or as may be mandated by law. In the event Employer terminates Employee’s employment without cause, it shall then: a. Continue paying Employee his then current salary for a period of eighteen (18) months from and after the effective date of the termination. However, the payments due Employee shall be reduced by his salary in the event that he attains other employment during said eighteen (18) month period. b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period. c. If Employee’s employment is terminated for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation of the terms and conditions of his employment, theft, fraud or other dishonest activity, then, and in that event, there shall be no obligation to continue the salary and health benefits set forth above. The Company may terminate the Employee's employment upon sixty (60) days' notice to the Employee and a severance payment of three (3) times the Employee’s annual salary should any of the following events occur: 1. The sale of substantially all of the Company's assets to a single purchaser or group of associated purchasers; or 2. The sale, exchange, or other disposition, in one transaction of the majority of the Company's outstanding corporate shares; or 3. The merger or consolidation of the Company with another;
Appears in 1 contract
Term and Termination of Employment. 6.1. Employee's term of ’s employment under this Agreement shall commence on the effective date Commencement Date and continue for an unfixed period of this Agreement and shall continue thereafter until terminated by either party by providing the other with not less than thirty (30) days prior written notice of such party's intention to terminate this Agreement. Notwithstanding the foregoing, however, the parties acknowledge and agree that Employee’s employment with Employer shall be at willtime. Either party may terminate this Agreement with or without cause upon thirty (30) days written notice. This Agreement does not constitute a contract of employment for a specific duration. Upon such termination, all of Employee’s rights to compensation and other benefits hereunder shall terminate upon the date his employment terminates except as provided herein or as may be mandated by law. In the event Employer terminates Employee’s employment without cause, it shall then:
a. Continue paying Employee his then current salary for a period of eighteen (18) months from and after the effective date of the termination. However, the payments due Employee shall be reduced by his salary in the event that he attains other employment during said eighteen (18) month period.
b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period.
c. If Employee’s employment is terminated for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation of the terms and conditions of his employment, theft, fraud or other dishonest activity, then, and in that event, there shall be no obligation to continue the salary and health benefits set forth above. The Company Party may terminate the Employee's employment upon sixty by providing 90 calendar days prior written notice (60the “Notice Period”). Notwithstanding the aforementioned, the Company shall be entitled to terminate this Agreement forthwith with immediate effect, at any time, by providing notice thereof to Employee, where said termination is a termination for Cause (as defined below). In such event, without derogating from the rights of the Company under this Agreement and/or any applicable law, Employee shall not be entitled to any Notice Period or any payment in lieu of any Notice Period. Notwithstanding the aforementioned, in any event the Employee shall be entitled to a prior notice per the mandatory terms under applicable law, unless there are circumstances under which under applicable law the Employee is not entitled to prior notice. The following reasons shall be deemed Cause:
(i) days' notice the Employee commits a fundamental breach of this Agreement, including a breach of the covenants in Exhibit B hereto;
(ii) the Employee performs any act that entitles the Company legally to dismiss her without paying her any severance pay in connection with such dismissal;
(iii) the Employee breaches her duty of good faith to the Employee and a severance payment of three Company; or
(3iv) times the Employee’s annual salary should any intentional gross misconduct in the performance of her obligations under this Agreement in a manner that causes (or is likely to cause) material harm to the Company.
6.2. During the Notice Period, whether notice has been given by the Employee or by the Company, the Employee shall continue to render her services to the Company unless instructed otherwise by the Company, and shall cooperate with the Company and use her best efforts to assist the integration into the Company organization of the following events occur:
1. The sale of substantially all of person or persons who will assume the CompanyEmployee's assets to a single purchaser or group of associated purchasers; or
2. The sale, exchange, or other disposition, in one transaction of the majority of the Company's outstanding corporate shares; or
3. The merger or consolidation of the Company with another;responsibilities.
Appears in 1 contract
Samples: Employment Agreement (Biocancell Therapeutics Inc.)
Term and Termination of Employment. 3.1 Employee's term of ’s employment under this Agreement shall commence on the effective date 1st of this Agreement June 2015 (the “Effective Date”) and shall continue thereafter until terminated end on the earliest of: (i) the death of Employee; (ii) termination by either party.
3.2 Either party may terminate this agreement without cause, as hereinafter defined, by providing a prior written notice to the other with not less than party (the “Notice Period”) of thirty (30) days prior written notice during the first six (6) months of such party's intention employment and sixty (60) days thereafter. During the Notice Period, Employee shall continue his services unless otherwise instructed by the Company, and shall cooperate with the Company and use his best efforts to terminate this Agreementassist the integration into the Company organization of the person or persons who will assume the Employee’s responsibilities. Notwithstanding the foregoing, howeverIn addition at any time, the parties acknowledge and agree that Company shall be entitled to immediately terminate Employee’s employment hereunder for ‘cause’ (as set forth in Section 4 below) by providing notice thereof to Employee. Upon termination of the Employee’s employment with Employer the Company, the Employee shall transfer his duties in a proper manner to any employee, all in accordance with the instructions of the Company, including complete overlap with the employee replacing him. Moreover, the Employee shall return to the Company immediately upon termination any document and/or object found in his possession and/or in his control, that belongs to the Company and that he has received subsequent to his work or for the purposes of his work, including the Car (as defined below) etc. Company’s Contribution from each monthly Base Gross Salary payment, on account of the Insurance Policy.
3.3 The Employee declares that the allocations and deductions for the Insurance Policy were made at his request and that the amounts specified above shall come instead of severance payment to the Employee or his kin according to Section 14 of the Severance Pay Act, 1963. It is hereby agreed that upon termination of employment under this Agreement, the Company shall release to the Employee all amounts accrued in the Insurance Policy on account of both the Company’s and Employee’s Contributions. It is hereby agreed, without derogating from the applicable law, that if the Employee is dismissed under the circumstances defined in Section 16 and/or Section 17 of the Severance Pay Law - the Employee shall not be entitled to any Severance Pay. It is hereby clearly agreed and understood that the amounts accrued in the Insurance Policy on account of the Company’s Contribution [i.e.13.33% of each monthly Base Gross Salary payment] shall be at will. Either party may terminate this Agreement with in lieu and in full and final substitution of any severance pay the Employee shall be or without cause upon thirty (30) days written noticebecome entitled to under any applicable Israeli law. This Agreement does not constitute section is in accordance with Section 14 of the Severance Pay Law, and the General Approval of the Labor Minister, dated June 30, 1998, issued in accordance to the said Section 14, a contract copy of employment which is attached hereby as Appendix A.
3.4 The Company and the Employee shall open and maintain a Keren Hishtalmut Fund as of the Effective Date (the “Fund”). The Company shall contribute to such Fund, as of the Effective Date, an amount equal to seven and a half percent (7.5%) and the Employee shall contribute to such Fund an amount equal to two and a half percent (2.5%) of each monthly Base Gross Salary payment, to the maximum amount allowed for a specific durationincome tax benefits by the Income Tax Authority. Upon such termination, all The Employee hereby instructs the Company to transfer to the Fund the amount of the Employee’s rights to compensation and other benefits hereunder the Company’s contribution from each monthly Base Gross Salary payment. The above mentioned payments shall terminate upon be made in accordance with the date his employment terminates except applicable income tax regulations as provided herein or as those may be mandated by lawfrom time to time. In the event Employer terminates that the Employee’s employment without cause, it shall then:
a. Continue paying Employee his then current salary be terminated for a period of eighteen (18) months from and after the effective date of the termination. Howeverany reason whatsoever, the payments due Employee Fund shall be reduced by his salary available to the Employee. Notwithstanding the aforesaid, in the event that he attains other employment during said eighteen (18) month period.
b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date termination of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period.
c. If Employee’s employment is terminated with the Company occurred for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation one of the terms and conditions of his employmentreasons specified in Section 4 above, theft, fraud or other dishonest activity, then, and in that event, there the Company shall be no obligation entitled, at its sole discretion, to continue withhold from the salary and health benefits set forth above. Employee the portion of the Company’s contribution to the Fund inclusive of any revenue made thereon.
3.5 The Company shall obtain Disability Insurance (“Ovdan Kosher Avoda”), which may terminate be included within the Employee's employment upon sixty (60) days' notice to Insurance Policy, for the exclusive benefit of the Employee and shall contribute therefore an amount of up to two and a severance payment half percent (2.5%) of three each monthly Base Gross Salary payment. Such maximum amount may be adjusted by Company on Employers’ request.
3.6 The Company shall provide the Employee with a car allowance which will not exceed a maximum gross amount equal to ILS four thousand and four hundred (3ILS 4,400) times the Employee’s annual salary should any of the following events occur:
1. The sale of substantially all of the Company's assets to a single purchaser or group of associated purchasers; or
2. The sale, exchange, or other disposition, in one transaction of the majority of the Company's outstanding corporate shares; or
3. The merger or consolidation of the Company with another;per month.
Appears in 1 contract
Samples: Personal Employment Agreement (Sequans Communications)
Term and Termination of Employment. Employee's term of employment under this Agreement shall commence on the effective date of this Agreement and shall continue thereafter until terminated by either party by providing the other with not less than thirty (30) days prior written notice of such party's intention to terminate this Agreement. Notwithstanding the foregoing, however, the parties acknowledge and agree that Employee’s employment with Employer shall be at will7.1. Either party may terminate the Employee’s employment by providing prior written notice as set forth in Exhibit A hereto (the “Notice Period”).
7.2. Without derogating from the rights of the Company under this Agreement and/or any applicable law, the Company may terminate this Agreement forthwith with immediate effect, at any time, by paying to the Employee the legally required compensation in lieu of the Notice Period and to the extent applicable, the Termination Grant as defined above.
7.3. Notwithstanding the aforementioned, the Company shall be entitled to terminate this Agreement with immediate effect, at any time, where said termination is a termination for Cause (as defined below). In such event, without derogating from the rights of the Company under this Agreement and/or any applicable law, the Employee shall not be entitled to any Notice Period or any payment in lieu of any Notice Period.
7.4. The following reasons shall be deemed Cause:
(i) The Employee commits a fundamental breach of this Agreement or substantial lack of performance, including, without cause upon thirty limitation, a breach of his covenants in Exhibit B and the above Sections 2, 3, 4 and 6;
(30ii) days written notice. This Agreement does not constitute a contract The Employee performs any act that entitles the Company to dismiss him without paying him severance pay (in whole or in part) in connection with such dismissal;
(iii) The Employee breaches his duty of employment for a specific duration. Upon such termination, all of good faith to the Company;
(iv) The Employee’s rights to compensation and other benefits hereunder shall terminate upon the date his employment terminates except as provided herein or as may be mandated by law. In the event Employer terminates conviction of a dishonorable criminal offense; or
(v) The Employee’s employment without intentional gross misconduct in the performance of his obligations under this Agreement in a manner that causes (or is likely to cause) material harm to the Company
7.5. During the Notice Period, it whether notice has been given by the Employee or by the Company, the Employee shall then:
a. Continue paying Employee continue to render his then current salary for a period of eighteen (18) months from services to the Company unless instructed otherwise by the Company and after shall cooperate with the effective date Company and use his best efforts to assist the integration into the Company organization of the termination. However, the payments due Employee shall be reduced by his salary in the event that he attains other employment during said eighteen (18) month period.
b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period.
c. If Employee’s employment is terminated for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation of the terms and conditions of his employment, theft, fraud person or other dishonest activity, then, and in that event, there shall be no obligation to continue the salary and health benefits set forth above. The Company may terminate the Employee's employment upon sixty (60) days' notice to the Employee and a severance payment of three (3) times persons who will assume the Employee’s annual salary should any of the following events occur:
1. The sale of substantially all of the Company's assets to a single purchaser or group of associated purchasers; or
2. The sale, exchange, or other disposition, in one transaction of the majority of the Company's outstanding corporate shares; or
3. The merger or consolidation of the Company with another;responsibilities
Appears in 1 contract
Samples: Employment Agreement (BiondVax Pharmaceuticals Ltd.)
Term and Termination of Employment. 6.1. Employee's term of ’s employment under this Agreement shall commence on the effective date Commencement Date and continue for an unfixed period of this Agreement and shall continue thereafter until terminated by either party by providing the other with not less than thirty (30) days prior written notice of such party's intention to terminate this Agreement. Notwithstanding the foregoing, however, the parties acknowledge and agree that Employee’s employment with Employer shall be at willtime. Either party may terminate this Agreement with or without cause upon thirty (30) days written notice. This Agreement does not constitute a contract of employment for a specific duration. Upon such termination, all of Employee’s rights to compensation and other benefits hereunder shall terminate upon the date his employment terminates except as provided herein or as may be mandated by law. In the event Employer terminates Employee’s employment without cause, it shall then:
a. Continue paying Employee his then current salary for a period of eighteen (18) months from and after the effective date of the termination. However, the payments due Employee shall be reduced by his salary in the event that he attains other employment during said eighteen (18) month period.
b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period.
c. If Employee’s employment is terminated for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation of the terms and conditions of his employment, theft, fraud or other dishonest activity, then, and in that event, there shall be no obligation to continue the salary and health benefits set forth above. The Company Party may terminate the Employee's employment upon sixty by providing 90 days prior written notice (60the “Notice Period”). Notwithstanding the aforementioned, the Company shall be entitled to terminate this Agreement forthwith with immediate effect, at any time, by providing notice thereof to Employee, where said termination is a termination for Cause (as defined below). In such event, without derogating from the rights of the Company under this Agreement and/or any applicable law, Employee shall not be entitled to any Notice Period or any payment in lieu of any Notice Period. The following reasons shall be deemed Cause:
(i) days' notice the Employee commits a fundamental breach of this Agreement, including a breach of the covenants in Exhibit B hereto;
(ii) the Employee performs any act that entitles the Company legally to dismiss him without paying him any severance pay in connection with such dismissal;
(iii) the Employee breaches his duty of good faith to the Employee and a severance payment of three Company; or
(3iv) times the Employee’s annual salary should any intentional gross misconduct in the performance of his obligations under this Agreement in a manner that causes (or is likely to cause) material harm to the Company.
6.2. During the Notice Period, whether notice has been given by the Employee or by the Company, the Employee shall continue to render his services to the Company unless instructed otherwise by the Company, and shall cooperate with the Company and use his best efforts to assist the integration into the Company organization of the following events occur:
1. The sale of substantially all of person or persons who will assume the CompanyEmployee's assets to a single purchaser or group of associated purchasers; or
2. The sale, exchange, or other disposition, in one transaction of the majority of the Company's outstanding corporate shares; or
3. The merger or consolidation of the Company with another;responsibilities.
Appears in 1 contract
Samples: Employment Agreement (Biocancell Therapeutics Inc.)
Term and Termination of Employment. Employee's term of employment under this Agreement shall commence on the effective date of this Agreement and shall continue thereafter until terminated by either party by providing the other with not less than thirty (30) days prior written notice of such party's intention to terminate this Agreement. Notwithstanding the foregoing, however, the parties acknowledge and agree that Employee’s 's employment with Employer shall be at will. Either party may terminate this Agreement with or without cause upon thirty (30) days written notice. This Agreement does not constitute a contract of employment for a specific duration. Upon such termination, all of Employee’s 's rights to compensation and other benefits hereunder shall terminate upon the date his employment terminates except as provided herein or as may be mandated by law. In the event Employer terminates Employee’s 's employment without cause, it shall then:
a. Continue paying Employee his then current salary for a period of eighteen (18) months from and after the effective date of the termination. However, the payments due Employee shall be reduced by his salary in the event that he attains other employment during said eighteen (18) month period.
b. Continue paying his health care insurance for a period of eighteen (18) months from and after the effective date of the termination, unless health insurance is provided by other employment secured during said eighteen (18) month period.
c. If Employee’s 's employment is terminated for cause, which, by way of example, would include gross negligence, illegal conduct, intentional insubordination, dishonesty, a violation of the terms and conditions of his employment, theft, fraud or other dishonest activity, then, and in that event, there shall be no obligation to continue the salary and health benefits set forth above. The Company may terminate the Employee's employment upon sixty (60) days' notice to the Employee and a severance payment of three (3) times the Employee’s 's annual salary should any of the following events occur:
1. The sale of substantially all of the Company's assets to a single purchaser or group of associated purchasers; or
2. The sale, exchange, or other disposition, in one transaction of the majority majority
3. of the Company's outstanding corporate shares; or
34. The merger or consolidation of the Company with another;
Appears in 1 contract
