Termination by the Company for Cause or by Executive other than for Good Reason. If the Company terminates Executive’s employment for Cause or if Executive resigns his employment other than for Good Reason, Executive shall be entitled only to the payment of (i) the Accrued Obligation and (ii) unreimbursed business expenses.
Termination by the Company for Cause or by Executive other than for Good Reason. If Executive’s employment is terminated (A) by the Company for Cause or (B) by Executive for any reason, other than for Good Reason, in either case, during the Term, the Company shall provide Executive with the following payments and benefits:
(i) any accrued and unpaid Base Salary;
(ii) except in the event a termination of employment by the company for Cause, any annual bonus earned but unpaid in respect of any completed fiscal year preceding the termination date;
(iii) reimbursement for any and all monies advanced or expenses incurred in connection with Executive’s employment for reasonable and necessary expenses incurred by Executive on behalf of the Company for the period ending on the termination date in accordance with the Company’s expense reimbursement and travel and entertainment policies in effect from time to time;
(iv) any accrued and unpaid vacation pay in accordance with the terms of the Company’s vacation policy as in effect from time to time;
(v) any previous compensation that Executive has previously deferred (including any interest earned or credited thereon), in accordance with the terms and conditions of the applicable deferred compensation plans or arrangements then in effect, to the extent vested as of Executive’s termination date; and
(vi) any amount or benefit as provided under any plan, program, agreement or corporate governance document of the Company or its affiliates that are then-applicable, in accordance with the terms thereof. (the foregoing items in Sections 7(a)(i) through 7(a)(vi) being collectively referred to as the “Accrued Compensation”).
Termination by the Company for Cause or by Executive other than for Good Reason. If Executive’s employment is terminated by the Company for Cause or on account of Executive’s resignation other than for Good Reason, then the following shall apply:
(i) The Company shall pay Executive his unpaid Base Salary and, to the extent required by law or the Company’s vacation policy, his accrued vacation pay through the Date of Termination, as soon as practicable following the Date of Termination.
(ii) The Company shall reimburse Executive, pursuant to Section 5(d), for reasonable expenses incurred by Executive, but not reimbursed, prior to the Date of Termination, unless such termination resulted from a misappropriation of Company funds.
(iii) Executive shall be entitled to such other rights, compensation and/or benefits as may be due to Executive in accordance with the terms and provisions of any other agreements, plans or programs of the Company (provided, however, that, to the extent that any such agreement, plan or program makes provision with respect to any of the matters referred to in the foregoing clauses (i) and (ii) and clause (iv) below, the provisions of such clauses shall supersede and govern).
(iv) All unvested stock options and unvested shares of the Company’s restricted stock granted to Executive prior to the Date of Termination will not vest and will be forfeited, returned to the Company and, at the Company’s election, may be cancelled by the Company. In addition and for the avoidance of doubt, if the Date of Termination shall occur prior to the last day of a calendar year, no Bonus shall be payable to Executive with respect to such calendar year. Notwithstanding anything to the contrary contained in this Section 8 or elsewhere in this Agreement, to the extent the Company has any obligation hereunder to maintain, for the continued benefit of Executive, his spouse and/or his dependents, any medical, hospitalization, dental and/or life insurance programs or to arrange to provide Executive, his spouse and/or his dependents with the economic equivalent of such benefits, such obligation shall (except to the extent prohibited under applicable law) immediately cease and terminate with respect to any such programs or benefits that are provided are offered or made or available by an employer or other third party to Executive, his spouse and/or his dependents; and Executive (or, in the event of his death, his estate or legal representative) shall forthwith advise the Company in writing as soon as any such programs or benefits are so provid...
Termination by the Company for Cause or by Executive other than for Good Reason. At any time during the Term, the Company may terminate Executive’s employment under this Agreement for “Cause” (as hereinafter defined), or Executive may terminate his employment with the Company other than for “Good Reason” (as hereinafter defined), after which the Company shall pay to the Executive the amount of his accrued but unpaid Base Salary and any unreimbursed reasonable expenses incurred in the performance of Executive’s duties in accordance with the Company’s policies, in each case accrued through such termination date (collectively, the “Accrued Obligations”). Except as set forth in the preceding sentence, the Company shall have no further obligation hereunder to Executive.
Termination by the Company for Cause or by Executive other than for Good Reason. In the event that Executive’s employment with the Company is terminated by the Board for Cause, or Executive terminates his employment other than for Good Reason (in which case Executive shall provide not less than ninety (90) days written notice to the Board), Executive shall receive no further compensation other than Executive’s Base Salary, any bonus earned, but unpaid, as of the date of termination of Executive’s employment for the immediately preceding annual performance period and other compensation as accrued and payable through the date of such termination (“Accrued Compensation”). Any Accrued Compensation that is payable shall be paid to Executive pursuant to the Company’s normal payroll practices for its senior management employees. Any awards or benefits payable to Executive shall be paid pursuant to the Company’s normal practices, or as otherwise provided by the terms of the plan or policy pursuant to which such award and benefits are paid.
Termination by the Company for Cause or by Executive other than for Good Reason. If Executive’s employment with the Company is terminated by the Company for Cause, Executive shall receive no further compensation other than: (i) Executive’s Base Salary as of the date of termination of Executive’s employment and other compensation as accrued and payable through the date of such termination, including any earned but unpaid Special Bonus and Retention Bonus (or pro-rata portion thereof); (ii) reimbursement for any outstanding business expenses submitted in accordance with the Company’s policies and procedures; (iii) any benefits to which Executive and Executive’s eligible dependents and/or beneficiaries are then entitled to receive, subject to the terms and conditions of any benefit plan or program maintained by the Company (collectively, the “Accrued Compensation”). For clarification, Executive shall not be entitled to receive any annual cash bonus or other annual incentive award bonus for the applicable performance period if terminated for Cause, and any such bonus payments shall not be considered Accrued Compensation under these circumstances. If Executive terminates his employment other than for Good Reason, Executive shall provide the Company written notice of no less than thirty (30) days, and Executive shall receive any Accrued Compensation. Any Accrued Compensation set forth in subsections 13(a)(i) and (ii) above shall be paid to Executive pursuant to the Company’s normal payroll practices for its senior management employees unless otherwise required by applicable law. Any awards or benefits payable to Executive shall be paid pursuant to the Company’s normal practices or as otherwise required by applicable law and/or the terms of the plan or policy pursuant to which such award and benefits are paid.
Termination by the Company for Cause or by Executive other than for Good Reason. (1) The Company shall have the right to terminate Executive’s employment at any time for Cause, and Executive shall have the right to terminate at any time with or without Good Reason.
(2) If the Company terminates Executive’s employment for Cause or Executive terminates other than for Good Reason, the Company’s only obligation to Executive under this Agreement (except as provided under Section 4(g)) shall be to pay, upon Executive’s Termination of Employment, Executive’s Base Salary under Section 3(a) that he actually earned up to the date of Executive’s Termination of Employment plus any Annual Bonus earned in the previous year and not already paid. Such payments shall be made within sixty (60) days following the date of Executive’s Termination of Employment.
Termination by the Company for Cause or by Executive other than for Good Reason. (i) The Company shall have the right to terminate Executive’s employment at any time for Cause, and Executive shall have the right to resign at any time with or without Good Reason.
(ii) If Executive’s employment is terminated for Cause or Executive resigns other than for Good Reason, the Company’s only obligation to Executive under this Employment Agreement (except as provided under SECTION 4(g)) shall be to make the payments required under SECTION 4(b); provided that if Executive’s resignation other than for Good Reason occurs after the fifth anniversary of the Effective Date (and is not under circumstances where Cause exists), then subject to Executive’s execution and non-revocation of the Release within sixty (60) days following Executive’s Termination of Employment, Executive will be entitled to the Retirement Equity Treatment, subject to the Retirement Equity Forfeiture Provisions.
Termination by the Company for Cause or by Executive other than for Good Reason. The Company may terminate the employment of Executive hereunder for Cause (as defined in Section 8(a)) at any time and Executive may terminate his employment hereunder voluntarily for reasons other than Good Reason (as defined in Section 8(d)) at any time; provided that Executive will be required to give the Company at least thirty (30) days advance written notice of any termination initiated by Executive. In either case, subject to Section 7(a), the Company will pay Executive at the time specified in Section 7(d), and Executive will be entitled to receive, the following:
(i) Executive’s Compensation Accrued at Termination (as defined in Section 8(b)); and
(ii) The treatment of outstanding equity awards and all other compensation and benefits will be governed by the applicable plans, programs and other agreements.
Termination by the Company for Cause or by Executive other than for Good Reason. If Executive’s employment is terminated by the Company for Cause or on account of Executive’s resignation other than for Good Reason, then the following shall apply:
(i) The Company shall pay Executive his unpaid Base Salary and, to the extent required by law or the Company’s vacation policy, his accrued vacation pay through the Date of Termination, as soon as practicable following the Date of Termination or on such earlier date as may be required by applicable law.
(ii) The Company shall reimburse Executive, pursuant to Section 5(c), for reasonable expenses incurred by Executive, but not reimbursed, prior to the Date of Termination, unless such termination resulted from a misappropriation of Company funds.
(iii) Executive shall be entitled to such other rights, compensation and/or benefits as may be due to Executive in accordance with the terms and provisions of any other agreements, plans or programs of the Company (provided, however, that, to the extent that any such agreement, plan or program makes provision with respect to any of the matters referred to in the foregoing clauses (i) and (ii) and clause (iv) below, the provisions of such clauses shall supersede and govern).
(iv) Any unvested stock options and unvested shares of the Company’s restricted stock granted to Executive prior to the Date of Termination will not vest and will be forfeited, returned to the Company and, at the Company’s election, may be cancelled by the Company.
