Common use of Termination by Company without Cause or by Executive for Good Reason Clause in Contracts

Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment is terminated during the Term by the Company without Cause or by Executive for Good Reason, the Company shall compensate Executive as follows: (i) on the date of termination, the Company shall pay Executive a lump sum amount equal to (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus and Options earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit A, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment by the Company, the Company shall pay Executive the Base Compensation for twelve (12) months from the date of termination, the potential Bonus the Executive is or would be eligible for pursuant to Section 6 herein during such twelve (12) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve (12) month period. Without limiting the foregoing, Executive also shall be entitled to the severance benefits set forth under Section 10(c) below.

Appears in 4 contracts

Samples: Employment Agreement (Cardiff Oncology, Inc.), Employment Agreement (Cardiff Oncology, Inc.), Employment Agreement (Trovagene, Inc.)

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Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment is terminated during the Term by the Company without Cause or by Executive for Good Reason, the Company shall compensate Executive as follows: (i) on the date of termination, the Company shall pay Executive a lump sum amount equal to (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus Bonus, Options and Additional Options earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit A, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment by the Company, the Company shall pay Executive the Base Compensation for twelve twenty four (1224) months from the date of termination, the potential Bonus the Executive is or would be eligible for pursuant to Section 6 herein during such twelve twenty-four (1224) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve twenty-four (1224) month period. Without limiting the foregoing, Executive also shall be entitled to the severance benefits set forth under Section 10(c11(c) below.

Appears in 2 contracts

Samples: Employment Agreement (Trovagene, Inc.), Employment Agreement (Trovagene, Inc.)

Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment is terminated during the Term by the Company without Cause or by Executive for Good Reason, the Company shall compensate Executive as follows: (i) on the date of termination, the Company shall pay Executive a lump sum amount equal to (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus and Options earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit A, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment by the Company, the Company shall pay Executive the Base Compensation for twelve twenty-four (1224) months from the date of termination, the potential Bonus the Executive is or would be eligible for pursuant to Section 6 herein during such twelve twenty-four (1224) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve twenty-four (1224) month period. Without limiting the foregoing, Executive also shall be entitled to the severance benefits set forth under Section 10(c) below.

Appears in 1 contract

Samples: Employment Agreement (Trovagene, Inc.)

Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment is terminated during the Term by the Company without Cause or by Executive for Good Reason, the Company shall compensate Executive as follows: (i) on the date of termination, the Company shall pay Executive a lump sum amount equal to (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus and Options earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit A, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment by the Company, the Company shall pay Executive the Base Compensation for twelve nine (129) months from the date of termination, the potential Bonus the Executive is or would be eligible for pursuant to Section 6 herein during such twelve nine (129) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve nine (129) month period. Without limiting the foregoing, Executive also shall be entitled to the severance benefits set forth under Section 10(c) below.

Appears in 1 contract

Samples: Employment Agreement (Cardiff Oncology, Inc.)

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Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment engagement is terminated during the Engagement Term by the Company without Cause pursuant to Section 8(a) or by Executive for Good ReasonReason pursuant to Section 8(b), the Company shall compensate Executive as follows: (i) on the date of termination, the Company shall pay to the Executive a lump sum amount equal to to: (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus and Options earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months 1 month following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit AC, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment engagement by the Company, the Company shall pay to the Executive the Base Compensation and reimburse Executive’s payment of COBRA premiums through the Expiration Date. In the event Executive’s engagement is terminated without Cause or for twelve Good Reason or a Change of Control of the Company occurs within six (126) months from the date of such termination, the potential Bonus the Executive is or would be eligible for pursuant to Section 6 herein during such twelve (12) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve (12) month period. Without limiting the foregoing, Executive also shall be entitled to the severance benefits set forth under Section 10(c) below9(c).

Appears in 1 contract

Samples: Executive Agreement (Aditx Therapeutics, Inc.)

Termination by Company without Cause or by Executive for Good Reason. In the event that Executive’s employment engagement is terminated during the Engagement Term by the Company without Cause pursuant to Section 9(a) or by Executive for Good ReasonReason pursuant to Section 9(b), the Company shall compensate Executive as followsfollows after the Executive has been employed by the Company for six (6) continuous months, as follows : (i) on the date of termination, the Company shall pay to the Executive, if the Executive instructs the Company in writing, a lump sum amount equal to (A) any portion of unpaid Base Compensation then due for periods prior to the effective date of termination; (B) any Bonus and Options and/or Realization Bonus earned and not yet paid or granted, as applicable, through the date of termination; and (C) within 2-1/2 months following submission of proper expense reports by Executive, all expenses reasonably and necessarily incurred by Executive in connection with the business of the Company prior to the date of termination; and, provided that Executive executes a written release, substantially in the form attached hereto as Exhibit A“B”, of any and all claims against the Company and all related parties with respect to all matters arising out of Executive’s employment engagement by the Company, the Company shall pay to the Executive the Base Compensation and reimburse Executive’s payment of COBRA premiums for twelve (12) months from the date of termination, . In the potential Bonus event Executive’s engagement is terminated without Cause or for Good Reason and a Change of Control of the Executive is or would be eligible for pursuant to Section 6 herein during Company occurs within six (6) months of such twelve (12) month period following the termination and any benefits (or benefits reimbursement payments) pursuant to Section 5 herein that the Executive is or would be eligible for during such twelve (12) month period. Without limiting the foregoingtermination, Executive also shall be entitled to the severance benefits set forth under Section 10(c) below).

Appears in 1 contract

Samples: Executive Agreement (ContraVir Pharmaceuticals, Inc.)

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