Termination by Company Without Cause or by the Executive with Good Reason Sample Clauses

Termination by Company Without Cause or by the Executive with Good Reason. If the Executive's employment hereunder is terminated by the Company (other than for Cause or Disability) or by the Executive for Good Reason, then:
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Termination by Company Without Cause or by the Executive with Good Reason. If Executive is terminated: (i) by the Company without Cause; or (ii) because Executive terminates his employment with the Company for Good Reason (each a “Severance Event”), provided that Executive executes and does not revoke a general release substantially in the form attached as Appendix A hereto no later than 60 days after the date of termination, the Company shall: (A) continue to pay Executive, in accordance with the Company’s regular periodic payroll practices in place immediately prior to such termination, an amount equal to Executive’s Base Salary for twelve (12) months from the effective date of Executive’s termination (the “Severance Term”); (B) pay his annual earned bonus, in the month of January for the succeeding year, which would otherwise have been payable for the year in which Executive’s employment terminated, assuming for the purpose of determining such bonus that any specified milestones have been achieved, on a pro rata basis for the portion of the year that Executive is actually employed, such amount to be payable as if no such termination had occurred and that therefore the full target bonus had been earned; and (C) pay an amount throughout the Severance Term equal to Executive’s monthly cost of coverage with respect to health benefits immediately prior to the Termination Event, with payment of such benefits to be made in any event no later than the end of the calendar year immediately following the calendar year in which Executive’s employment terminated. Amounts due under Section 7(b)(A) and (C) shall commence within 60 days after the effectiveness of the release described above; provided that if the 60-day period for providing a general release spans two calendar years, payment shall commence to be made in the second calendar year with a catch-up payment for amounts that would have commenced earlier but for the operation of this sentence. Amounts due under this Section 7(b) shall be paid without mitigation or offset for any other amount earned by Executive. Upon termination of Executive’s employment as the result of a Severance Event, all of Executive’s stock options that would otherwise have vested during the twelve (12) month period from the effective date of such termination (assuming no termination had occurred) shall vest as of immediately prior to such termination.
Termination by Company Without Cause or by the Executive with Good Reason. If the Company terminates the Executive's employment pursuant Without Cause or for Good Reason, then the Company shall pay to the Executive his base salary accrued through the date of termination at the rate in effect on the date of termination. In addition, the Company shall pay to the Executive, as liquidated damages, or severance pay, or both, on the thirtieth (30th) day following the date of termination, a lump-sum amount equal to one times the base salary then in effect, and in addition, in such event, one hundred percent of the stock options granted to Executive prior to the date of termination shall become fully vested. In addition, the Company shall maintain in full force and effect, for the continued benefit of the Executive for twelve (12) months following the date of termination, all employee benefit plans and programs in which the Executive was entitled to participate immediately prior to the date of termination, so long as the Executive's continued participation is possible under the general terms and provisions of such plans and programs.
Termination by Company Without Cause or by the Executive with Good Reason. If the Company terminates the Executive's employment Without Cause, then the Company shall pay to the Executive his base salary accrued through the date of termination at the rate in effect on the date of termination. In addition, the Company shall pay to the Executive, as liquidated damages, or severance pay, or both, on the thirtieth (30th) day following the date of termination, a lump-sum amount equal to one times the base salary then in effect plus the amount of the previous year's bonus, and in addition, in such event, one hundred percent of the stock options granted to Executive prior to the date of termination shall become fully vested.
Termination by Company Without Cause or by the Executive with Good Reason. If (x) a Change of Control (as hereinafter defined) has not occurred and (y) either the Company terminates the Executive's employment without Cause or the Executive terminates her employment for Good Reason (as hereinafter defined), the Company shall:
Termination by Company Without Cause or by the Executive with Good Reason. Subject to Section 10(e), if the Company terminates the Executive's employment pursuant to Section 8(c), or the Executive terminates his employment pursuant to Section 8(f) then the Company shall pay to the Executive his full Base Salary accrued through the Date of Termination at the rate in effect on the Date of Termination. In addition, the Company shall pay to the Executive, as liquidated damages, or severance pay, or both, on the thirtieth (30th) day following the Date of Termination, a lump-sum amount equal to (a) two times the Base Salary then in effect plus (b) two times the annual car allowance provided for in this Agreement. In addition, the Company shall maintain in full force and effect, for the continued benefit of the Executive for eighteen (18) months following the Date of Termination, all employee benefit plans and programs in which the Executive was entitled to participate immediately prior to the Date of Termination, so long as the Executive's continued participation is possible under the general terms and provisions of such plans and programs. In addition, if the Date of Termination, as defined in Section 1, is the date the term of this Agreement expires as specified in Section 2, all stock options granted prior to the date of termination shall become 100% vested.

Related to Termination by Company Without Cause or by the Executive with Good Reason

  • Termination by the Company Without Cause or by the Executive with Good Reason During the Term, if the Executive’s employment is terminated by the Company without Cause as provided in Section 3(d), or the Executive terminates his employment for Good Reason as provided in Section 3(e), then the Company shall pay the Executive his Accrued Benefit. In addition, subject to the Executive signing a separation agreement containing, among other provisions, a general release of claims in favor of the Company and related persons and entities, confidentiality, return of property and non-disparagement, in a form and manner satisfactory to the Company (the “Separation Agreement and Release”) and the Separation Agreement and Release becoming fully effective, all within the time frame set forth in the Separation Agreement and Release:

  • Termination by the Company Without Cause or by the Executive for Good Reason If (x) the Executive’s employment is terminated by the Company other than for Cause, death or Disability (i.e., without Cause) or (y) the Executive terminates employment with Good Reason, then the Executive shall be entitled to receive the following from the Company:

  • Termination by the Company for Cause or by the Executive without Good Reason The Company may terminate the Executive’s employment pursuant to the terms of this Agreement at any time for Cause (as defined below) by giving the Executive written notice of termination. Such termination shall become effective upon the giving of such notice. Upon any such termination for Cause, or in the event the Executive terminates his employment with the Company without Good Reason (as defined in Section 6(c)), then the Executive shall have no right to compensation, or reimbursement under Section 4, or to participate in any Executive benefit programs under Section 5, except as may otherwise be provided for by law, for any period subsequent to the effective date of termination. For purposes of this Agreement, “Cause” shall mean: (i) the Executive is convicted of, or pleads guilty or nolo contendere to, a felony related to the business of the Company; (ii) the Executive, in carrying out his duties hereunder, has acted with gross negligence or intentional misconduct resulting, in any case, in material harm to the Company; (iii) the Executive misappropriates Company funds or otherwise defrauds the Company including a material amount of money or property; (iv) the Executive breaches his fiduciary duty to the Company resulting in material profit to him, directly or indirectly; (v) the Executive materially breaches any agreement with the Company and fails to cure such breach within 10 days of receipt of notice, unless the act is incapable of being cured; (vi) the Executive breaches any provision of Section 8 or Section 9; (vii) the Executive becomes subject to a preliminary or permanent injunction issued by a United States District Court enjoining the Executive from violating any securities law administered or regulated by the SEC; (viii) the Executive becomes subject to a cease and desist order or other order issued by the SEC after an opportunity for a hearing; (ix) the Executive refuses to carry out a resolution adopted by the Company’s Board at a meeting in which the Executive was offered a reasonable opportunity to argue that the resolution should not be adopted; or (x) the Executive abuses alcohol or drugs in a manner that interferes with the successful performance of his duties.

  • Termination by the Company Without Cause or by Executive for Good Reason If Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason:

  • Termination by the Company without Cause; Termination by the Executive for Good Reason (a) For purposes of this Agreement, “Good Reason” shall mean, unless otherwise consented to by the Executive,

  • Voluntary Termination by the Executive Without Good Reason If the Executive terminates employment without Good Reason, the Executive shall receive the Base Salary and expense reimbursement to which the Executive is entitled through the date on which termination becomes effective.

  • Termination by the Company for Cause; Termination by the Executive without Good Reason (a) For purposes of this Agreement, “

  • By the Company Without Cause or By the Executive for Good Reason If during the Term the Executive’s employment is terminated by the Company other than for Cause, death or Disability or if the Executive terminates his employment for Good Reason, then :

  • Termination by the Company for Cause or by Executive Without Good Reason If Executive’s employment is terminated by the Company for Cause or by Executive without Good Reason, the Company shall pay Executive all amounts earned or accrued hereunder through the termination date, including:

  • Termination by the Executive Without Good Reason The Executive may terminate his employment on his own initiative for any reason upon 30 days’ prior written notice to the Company; provided, however, that during such notice period, the Executive shall reasonably cooperate with the Company (at no cost to the Executive) in minimizing the effects of such termination on the Company Group. Such termination shall have the same consequences as a termination for Cause under Section 6.2.

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