Termination by Board Without Cause Sample Clauses

Termination by Board Without Cause. Notwithstanding any other provisions of this Contract, the Board, in its discretion and upon giving of ninety (90) days’ notice, shall have the option to terminate this Contract effective as of June 30 of any year during the term of this Contract. If the Board elects this option to terminate the Contract, it shall continue to pay the Assistant Superintendent all compensation and benefits for up to twelve (12) months after the effective date of termination. All such payments shall cease as of the date the Assistant Superintendent commences comparable employment. “Comparable Employment” shall mean a position of substantially equal responsibilities and compensation in the field of educational administration.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Termination by Board Without Cause. The Board may terminate this Agreement and Superintendent’s employment at-will, at any time, for any not unlawful reason or no stated reason, without Cause (as defined below), upon providing Superintendent at least 30 working days personal notice or written notice sent certified U.S. Mail to Superintendent’s last known residence address on file with WCSD, per NRS 241.033.
Sample 1Sample 2Sample 3
Termination by Board Without Cause. The District may terminate this contract without cause by giving the Superintendent written notice at least sixty (60) days in advance of the effective date of termination. In the event that the Board terminates this contract without cause, the District shall pay the Superintendent one year’s salary and benefits, including tax shelter annuity, health and dental insurance, life insurance, long term disability insurance and retirement.
Sample 1
Termination by Board Without Cause. The parties agree the following is the sole and exclusive means for terminating this Agreement and Regular Teacher Contract during the Term of the Agreement and Regular Teacher's Contract without cause. The Board and Superintendent may agree in writing to terminate this Agreement and Regular Teacher Contract. In addition, the Board may unilaterally provide written notice to the Superintendent indicating the Board intends to terminate this Agreement and Regular Teacher Contract. However, no such elective Board termination notice under this provision may be given to the Superintendent sooner than Six (6) months following the commencement of the term of any newly elected school board member. If the Board elects to terminate the Agreement and Regular Teacher Contract, the Board must provide Superintendent written notice at least One Hundred Eighty (180) days prior to the termination. Within Ten (10) business days of the Superintendent receiving notice of the Board's intention to terminate this Agreement and Regular Teacher's Contract, the Superintendent may request a conference with the Board in Executive Session by submitting a written request for a conference to the Board President. At the conference, the Superintendent shall be allowed to present information and to discuss other opportunities for termination of the Agreement and Regular Teacher Contract other than a "termination without cause," including the possibility of the Superintendent submitting a resignation. If this Agreement and Regular Teacher Contract is terminated without cause pursuant to this provision, including by resignation of the Superintendent, such termination shall be effective on the date specified in Board action. The Superintendent and the Board will refer to the reason for such resignation as "philosophical differences" or such other description as the Board and Superintendent shall mutually agree.
Sample 1
Termination by Board Without Cause. The Board may terminate this Agreement, at any time without Cause, upon a majority vote of the Board, by providing the Superintendent with not less than 30 calendar days personal notice or written notice sent by certified U.S. Mail to the Superintendent home address as set forth in this Agreement. The Superintendent shall not, at any time, have any right to a hearing before the Board or any third party prior to such termination without Cause or any other procedural due process rights contained in NRS Chapter 391 that may apply to other District employees. The Board may place the Superintendent on paid administrative leave beginning on the date the Board notifies the Superintendent of the termination without Cause and the last day of employment.
Sample 1
Termination by Board Without Cause. The District may terminate this contract without cause by giving the Superintendent written notice at least sixty (60) days in advance of the effective date of termination. In the event that the Board terminates this contract without cause the District shall pay the Superintendent one year’s salary and benefits, including tax shelter annuity, health and dental insurance, life insurance, long term disability insurance and retirement. 4.01 By July 1, 2013, the Superintendent shall obtain a valid and appropriate State of Wisconsin District Superintendent’s license/certificate. The Superintendent shall maintain throughout the remainder of the life of this contract and all subsequent contracts a valid and appropriate State of Wisconsin District Superintendent's license/certificate, as may be required by the laws of the State of Wisconsin. 4.02 During the term of this contract, Xx. Xxxx shall be the Superintendent and chief education officer of the District. As Superintendent and chief education officer, Xx. Xxxx shall carry out the duties and operational expectations proscribed in the District’s Coherent Governance policy, attached as Exhibit A. These duties and expectations include X/XX-0, X/XX-0, B/SR/4 and OE-1 through OE-13. 4.03 The Board expects that the Superintendent shall endeavor to maintain and improve her professional competence by available appropriate means, including subscription to and reading of appropriate periodicals, maintenance of membership in appropriate professional organizations, and attendance at a reasonable number of professional meetings and/or in educational courses or seminars. The District shall provide an annual budget to pay for the costs associated with such subscriptions, memberships and/or attendance (including costs of travel and lodging), and the Superintendent shall provide an accounting annually for that budget upon Board request. The Superintendent shall annually report to the Board regarding the nature and content of the Superintendent’s professional development activities. The Superintendent shall give the Board prior notice of planned attendance at any professional meeting and/or educational course or seminar that occurs out-of-state. 4.04 The Board also desires and expects that the Superintendent to be engaged actively in the community. As a result, the District shall pay the cost of membership and related fees for the Superintendent to participate in civic, business and service organizations in community organizati...
Sample 1
Termination by Board Without Cause. The Board may, at its option, by a minimum of 90 days written notice to the CEO unilaterally terminate this Second Contract upon execution of a mutually-agreeable release and payment of severance pay of twelve months of the CEO’s then annual base salary and of health/medical benefits.
Sample 1
AutoNDA by SimpleDocs
Termination by Board Without Cause. It is the Board’s position that because of its affirmative statutory duty to appoint and employ a superintendent of a public school system and because of its fiduciary and trust relationship with its pupils, parents, and patrons, it reserves the right to terminate without cause the employment of a person in a position of heightened public trust, as provided for herein. Therefore, the Board may, at its option and its sole discretion, unilaterally terminate this Agreement by providing sixty (60) days written notice to the Superintendent. If the Board elects to exercise its right to terminate this Agreement without cause, it shall pay the Superintendent a sum equal to that portion (pro-rata) of the Superintendent’s salary and benefits remaining unpaid under this Agreement as liquidated damages. The liquidated damages will be paid in lieu of any other legal remedies available to the Superintendent, including any remedy under the Montana Wrongful Discharge from Employment Act, Mont. Code Xxx. § 39-2-905, et seq., in equal monthly installments until the date that would have otherwise been the ending date of this Agreement. For the purpose of this paragraph, “benefits” shall mean the monetary value as of the date of the unilateral termination of the Superintendent’s (1) annual vacation leave and sick leave, both of which shall be paid out under Montana law, (2) accrued and unused personal leave, which shall be paid at his daily rate of pay then in effect, and (3) heath, dental, disability, and life insurance premiums paid by the District. For purposes of this paragraph “salary” shall mean the salary in effect at the time of the termination
Sample 1
Termination by Board Without Cause. The Board, by resolution duly adopted by a majority vote of the entire membership of the Board, may terminate this Agreement and Executive's employment without Cause on at least 75 days' written notice. In the event of such termination, compensation shall be paid as follows: (a) Executive shall be paid at the usual rate of his annual Base Salary through the date of termination specified in the notice, provided, however, that the Board shall have the option of making termination of the Agreement and Executive's employment effective immediately upon notice in which case Executive shall be paid a lump sum representing the value of 75 days' worth of Base Salary; (b) Executive shall receive (1) within 15 days following termination, a lump sum payment equivalent to two times the annual Base Salary in effect for Executive immediately prior to the date of such notice of termination, and (2) upon execution and delivery to Ceridian of a release (in the form attached as Exhibit E) of all claims against Ceridian, an additional lump sum payment equivalent to the annual Base Salary in effect for Executive immediately prior to the date of such notice of termination. Executive's entitlement to the lump sum payments described in clauses (1) and (2) of the preceding sentence shall be unaffected by any waiver or limitation by Ceridian of the non-competition obligation contained in Section 6.02. (c) Executive shall be paid an amount equal to (1) the bonus, if any, to which Executive would otherwise have become entitled under the Annual Incentive Bonus Plan as in effect at the time of termination of this Agreement had Executive remained continuously employed for the full fiscal year in which termination occurred and continued to perform his duties in the same manner as they were performed immediately prior to termination, multiplied by (2) a fraction, the numerator of which shall be the number of whole months Executive was employed in the year in which termination occurred and the denominator of which is 12. The amount payable pursuant to this Section 4.03(c) shall be paid within 15 days after the date such bonus would have been paid had Executive remained employed for the full fiscal year. (d) Executive's rights and benefits under any stock option award granted prior to the date of this Agreement shall become fully vested at termination and all such stock options shall be immediately and fully exercisable.
Sample 1

Related to Termination by Board Without Cause

  • Termination by Employer Without Cause Employer may immediately terminate Employee’s employment without Cause. If, during the Term of this Agreement, Employee’s employment is terminated by Employer without Cause (other than due to death or Disability), including if Employer declines to renew the Term of the Agreement, then Employee shall be entitled to receive the Accrued Compensation. In addition, subject to Employee’s continuing compliance with the covenants contained in Paragraphs 7 and 8 of this Agreement and any other similar applicable restrictive covenants with Employer or an affiliate, and the execution by Employee of a binding general waiver and release of claims in a form acceptable to Employer (the “Release”) within the time period specified by Employer at the time of the Termination Date (which shall be no longer than 50 days after the Termination Date) and the expiration of any applicable revocation period with respect to the Release, if Employee’s employment terminates pursuant to this Paragraph 10.A(ii), then Employee shall be entitled to receive: a. Payment of the Bonus, if any, that was earned by Employee in any fiscal year ending prior to the Termination Date but remains unpaid as of the Termination Date, payable in a lump sum within seventy (70) days after the Termination Date. b. A pro-rated Bonus, if any, upon the satisfaction of any pre-established performance objectives at the end of the applicable bonus performance period; such payable pro-rata portion of the Bonus shall be determined by multiplying the Bonus amount by a fraction equal to the number of days of Employee’s employment during such applicable performance period divided by the total number of days in the applicable performance period. Payment of any pro-rated Bonus under this paragraph shall be made in the calendar year following the year in which the services were performed, when bonuses are generally paid to similarly situated employees. c. An amount equal to (y) thirty (30) months of the Employee’s then-current Annual Salary; plus (z) two and one-half (2.5) times the average of the Bonus payments for the immediately three (3) previous fiscal years from the Termination Date. This amount will be payable in thirty (30) substantially equal monthly installments commencing with the first regular payroll period following the expiration of any applicable revocation period with respect to the Release, and in any event, if at all, within seventy (70) days after the Termination Date. d. Provided that Employee elects, and to the extent that he is and remains eligible for, continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) and Employer’s group health plan, payment of that part of the COBRA premiums for such continued coverage of Employee (and, if applicable as of the Termination Date, his dependents) that exceeds the amount that Employee would pay for such coverage if he were an active employee of Employer (“COBRA Subsidies”), starting on the first day following the date on which Employee’s coverage under that plan as an active employee of Employer ends, and ending on the earlier of (A) the date that twelve (12) months of such COBRA Subsidies have been paid, or (B) the date on which Employee’s right to continuation coverage under COBRA ends. Employee agrees and acknowledges that for so long as Employee is covered by COBRA and receiving severance payments under Paragraph 10(A)(ii)(c), the amount that Employee would pay for coverage under Employer’s group health plan if he were an active employee of Employer shall be deducted from such severance payments, and that this coverage under Employer’s group health plan shall run concurrently with such plan’s obligation to provide continuation coverage pursuant to COBRA. Employee further agrees and understands that this paragraph shall not limit such plan’s obligation to provide continuation coverage under COBRA.

  • Termination Without Cause The Company may terminate Executive’s employment without Cause.

  • Termination by Company Without Cause The Company may terminate Employee’s employment without Cause upon thirty (30) days written notice to Employee. If Employee’s employment with the Company is terminated by the Company without Cause, and Employee signs and does not revoke a Release, then Employee shall be entitled to the following: (i) a one-time “lump sum” payment of severance pay (less applicable withholding taxes) in an amount equal to Employee’s annual base salary, as then in effect, to be paid in accordance with the Company’s normal payroll policies no later than the Company’s first regular payroll date following the Termination Date; (ii) a one-time “lump sum” payment of severance pay (less applicable withholding taxes) in an amount equal to 100% of Employee’s annual bonus rate, as then in effect, to be paid in accordance with the Company’s normal payroll policies no later than the Company’s first regular payroll date following the Termination Date; and (iii) the same level of health (i.e., medical, vision and dental) coverage and benefits as in effect for the Employee on the day immediately preceding the Termination Date; provided, however, that (A) the Employee constitutes a qualified beneficiary, as defined in Section 4980B(g)(1) of the Internal Revenue Code of 1986, as amended; and (B) Employee elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), within the time period prescribed pursuant to COBRA. The Company shall continue to provide Employee with Company-paid health coverage until the earlier of (y) the date Employee is no longer eligible to receive continuation coverage pursuant to COBRA, or (z) twelve (12) months from the Termination Date. (iv) Fifty percent (50%) of the Employee’s then unvested stock options shall immediately vest and become exercisable and Employee shall have twelve (12) months following the Termination Date to exercise such vested shares; provided, however, that in the event of a conflict between the terms and conditions of any such stock option agreement and this Agreement, the terms and conditions of this Agreement shall prevail unless the conflicting provision(s) in any such stock option agreement shall be more favorable to Employee in which case the provision(s) more favorable to Employee shall govern; provided further, however, that notwithstanding the foregoing in no event shall the extended twelve (12) month exercise period specified in this Section 6(b)(iv) modify or extend the Expiration Date of any stock option as set forth in such stock option agreement.

  • 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”).

  • 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 Without Cause or Termination for Good Reason In the event (x) the Executive's employment hereunder is terminated by the Company without Cause, other than due to Disability or death, or (y) the Executive terminates his employment for Good Reason hereunder at his initiative within 60 days following the occurrence of a Good Reason which has not been cured by the Company within 20 calendar days of receipt of notice thereof from the Executive, the Executive shall be entitled to the following benefits: (i) Base Salary through the date of termination; (ii) a Pro-Rata annual incentive award for the year of termination, based on the target bonus for such year, payable promptly following such termination; (iii) a lump sum payment in an amount equal to two times the Executive's Base Salary, determined as provided in the last sentence of this Section 14(d), payable promptly following such termination; (iv) a lump sum payment in an amount equal to two times the Executive's target annual incentive award for the year of termination, payable promptly following such termination; (v) all outstanding stock options shall become fully vested and exercisable and shall remain exercisable for a period equal to the lesser of five years and the remainder of their originally scheduled terms; (vi) two additional years of service for the purpose of determining the supplemental pension benefit pursuant to Section 10; provided, however, that the total number of years of service taken into account in determining such benefit shall in no event exceed ten (10); and (vii) continued participation in all medical, dental, vision and hospitalization insurance coverage and benefits and in all other employee and senior-level executive welfare benefit plans, programs and arrangements in which he was participating on the date of the termination of his employment, on the same terms and conditions as if he had remained employed by the Company, for a period equal to 24 months following the termination of his employment; provided, however, that if the Executive becomes re-employed with another employer and is eligible to receive medical or other welfare benefits under another employer-provided plan, the medical and other welfare benefits described above shall be secondary to those provided under such other plan during such applicable period of eligibility, provided that, to the extent that the Company's plans, programs and arrangements do not permit such continuation of the Executive's participation following his termination, the Company shall provide the Executive, no less frequently than quarterly in advance with an amount which, after taxes, is sufficient for him to purchase equivalent benefits. For purposes of Section 14(d)(iv) above, Base Salary shall be determined by the Base Salary at the annualized rate in effect on the date of termination of the Executive's employment, provided however, if, prior to the termination of the Executive's employment pursuant to this Section 14(d), the Base Salary has been reduced without the Executive's consent, the Base Salary in effect on the date of termination of the Executive's employment shall be deemed to be the Base Salary as in effect prior to such reduction.

  • Termination by the Employer Without Cause Subject to the payment of Termination Benefits pursuant to Section 7(b), the Executive’s employment under this Agreement may be terminated by the Employer without Cause upon no less than sixty (60) days prior written notice to the Executive.

  • Termination without Cause or Resignation for Good Reason in Connection with a Change of Control If during the period commencing three (3) months before and ending twelve (12) months after a Change of Control, (1) Executive terminates his employment with the Company (or any Affiliate) for Good Reason or (2) the Company (or any Affiliate) terminates Executive’s employment for other than Cause, Executive becoming Disabled or Executive’s death, then, subject to Section 4, Executive will receive the following severance from the Company:

  • Termination Without Cause; Termination for Good Reason Subject to Section 6(b) below, upon termination of the Employee’s employment with the Company by the Company without Cause (as defined in Section 5(f) below) or by the Employee for Good Reason (as defined in Section 5(f) below), other than as a result of death or Disability, the Company shall pay to or provide the Employee the following: (1) any unpaid base salary the Employee has earned through the date of termination, (2) any unpaid annual bonus that the Employee has earned with respect to a year ending prior to such termination, (3) 12 months of the Employee’s then current base salary paid on the Company’s normal payroll dates, (4) the pro-rated portion (based on the number of days in the year completed through the date of termination) of the Employee’s target bonus for the year of termination (paid on the normal date for the payment of the bonus), such amount to be paid only if the Employee has met his pro-rated objective performance targets through the date of termination, (5) an amount equal to the Employee’s target bonus for the year of termination, (6) the costs of COBRA continuation coverage for the Employee and his dependents from the date the Employee’s employment terminates through the earlier of (A) the first anniversary of such termination and (B) the date on which the Employee becomes entitled to health coverage of a similar type from another employer, plus/less (7) any positive/negative accrued vacation days. In addition to the foregoing, upon a termination of the Employee’s employment described in this Section 5(b), any stock options, stock appreciation rights, performance shares, restricted stock, share rights and all other similar types of equity incentives held by the Employee immediately prior to the termination of the Employee’s employment that, but for the termination of the Employee’s employment, would have become vested and, if applicable, exercisable by the first anniversary of the date of his termination of employment, will become immediately vested and, if applicable, exercisable. No amount shall be payable and no benefits shall be provided pursuant to this Section 5(b) until the Employee has executed a release and waiver agreement (substantially in the form attached hereto as Schedule C) releasing and waiving any claims against the Company and in which the Company releases and waives claims against the Employee and if the Employee is serving as a Director of the Company a valid and effective resignation from the Board unless the Employee beneficially owns, directly or indirectly, 5% or more of the Company’s Common Stock.

  • Termination for Cause or Resignation without Good Reason If, during the Term of this Agreement, Executive’s employment is terminated by the Company for Cause, or Executive resigns his employment hereunder without Good Reason, the Company shall pay Executive the Termination Amounts, less standard deductions and withholdings. The Company shall thereafter have no further obligations to Executive under this Agreement, except as otherwise provided by law.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!