Termination by the Company for Reasons Other Than Cause. If the Employee's Termination Date occurs during the Agreement Period and is a result of the Employee's termination of employment by the Company for any reason other than Cause (and is not on account of the Employee's death, disability, or voluntary resignation, the mutual agreement of the parties or any other reason), then the Employee shall receive from the Company, payments under Paragraph 4(a) and such other severance benefits, if any, as determined by the Company. Notwithstanding the foregoing, the Company may, at any time, relieve the Employee of his duties for a specified period of time and such action on the part of the Company shall not be considered a termination of the Employee's employment hereunder. During any period that the Employee has been relieved of his duties pursuant to the foregoing sentence, all provisions of this Agreement, other than the provisions of Paragraphs 2 which require the Employee to actively perform services for the Company, shall continue to remain in full force and effect.
Termination by the Company for Reasons Other Than Cause. If the Company terminates the employment of Executive and such termination is not for Cause (a “Termination by the Company for Reasons Other Than Cause”), then, the Company shall pay to Executive an amount equal to Executive’s Annual Compensation at the time of such termination plus (i) if the termination is during the first three years of this Agreement, the annual cash portion of the Incentive Compensation that was paid to him in the last Performance Year or (ii) if the termination is after the first three years of this Agreement, the average of the annual cash portion of the Incentive Compensation that was paid to him in the last three Performance Years. Such amount shall be paid to Executive in no event later than sixty (60) days after the date of such termination. To the extent that Executive is not fully vested in Benefits from any pension or any other retirement plan or program (whether tax qualified or not) maintained by the Company, the Company shall obtain and pay the premium upon an annuity policy to provide Executive with Benefits as though he had been fully vested on the date that his employment terminated. See Exhibit A for full disclosure of the compensation.
Termination by the Company for Reasons Other Than Cause. If the Executive's Termination Date occurs during the Employment Period and is a result of the Executive's termination of employment by the Company for any reason other than Cause (and is not on account of the Executive's death, disability, or voluntary resignation, the mutual agreement of the parties or any other reason), then the Executive shall receive from the Company for the period commencing on his Termination Date and ending on the earliest of (i) last day of the Employment Period, (ii) the six month anniversary of his Termination Date, (iii) the date on which the Executive violates the provisions of Section 6 of this Agreement, or (iv) the date of the Executive's death, the Salary in effect as of his Termination Date, payable in accordance with the provisions of paragraph 3(a). Notwithstanding the foregoing, the Company may, at any time, relieve the Executive of his duties for a specified period of time and such action on the part of the Company shall not be considered a termination of the Executive's employment hereunder. During any period that the Executive has been relieved of his duties pursuant to the foregoing sentence, all provisions of this Agreement, other than the provisions of Section 2 which require the Executive to actively perform services for the Company, shall continue to remain in full force and effect.
Termination by the Company for Reasons Other Than Cause. In the event of the termination of this Agreement by the Company for any reason other than "Cause" (as hereinafter defined), the Employee shall be entitled (without any obligation on the part of the Employee to mitigate damages) to continuation of the salary and the benefits provided hereunder, and for each remaining quarter of the term of this Agreement, Employee shall also receive the greater of (i) the Employee Bonuses due pursuant to Section 4.B. of this Agreement or (ii) fifteen percent (15%) of the salary paid to Employee for such quarter. Continuation of the salary and the benefits hereunder shall not constitute continuation of employment for the purposes of Paragraph 5.
Termination by the Company for Reasons Other Than Cause. If the Company terminates the employment of Employee and such termination is not for Cause (a “Termination by the Company for Reasons Other Than Cause”), then, the Company shall pay to Employee as defined in Exhibit A.
Termination by the Company for Reasons Other Than Cause. In the event of the termination of this Agreement by the Company for any reason other than "Cause" (hereinafter defined), the Executive shall be entitled (without any obligation on the part of the Executive to mitigate damages) to continuation of his Base Salary and the benefits set forth in Paragraphs 5, 6 and 7 herein for the remainder of the term of this Agreement. Notwithstanding the foregoing, the provisions of Paragraph 3 shall survive termination of this Agreement for all purposes.
Termination by the Company for Reasons Other Than Cause. The Company may unilaterally terminate the Executive's employment under this Agreement at any time without Cause by giving one (1) month's advance written notice to the Executive. During such one-month period, the Executive shall be available on a full-time basis for the benefit of the Company to, among other things, assist the Company in transitioning any matters. The Company, at its option and in its discretion, may elect to pay the Executive his prorated Base Salary rate for all or any portion of one (1) month in lieu of such notice and the Executive shall resign, as of the Termination Date, from the offices he then holds pursuant to Section 1. In the event the Company terminates the Executive's employment under this Section 5(C), the Executive shall be entitled to payment of the Accrued Obligations, and the following payments and benefits; provided, that the Executive's entitlement to the following shall be subject to his timely execution (and the non-revocation) of a comprehensive release of claims in a form, and of a scope, acceptable to the Company:
(i) Payment, in a lump sum, of an amount equal to the sum of (A) 18 months of the Base Salary in effect as of the Termination Date and (B) one hundred and fifty percent (150%) of the Bonus payable to the Executive pursuant to Section 2(B) of this Agreement;
(ii) In the event the Executive elects after the Termination Date to continue health, vision and/or dental coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 ("COBRA"), the Company will pay the Executive's monthly premium payments for each such coverage elected by the Executive for the Executive and his eligible dependents, if applicable, until the earliest of the following dates to occur with respect to each such elected coverage: (A) the date that is 18 months after the Termination Date; (B) the date upon which the Executive becomes covered under a comparable group plan for such applicable coverage; or (C) the date upon which the Executive ceases to be eligible for COBRA continuation for such applicable coverage (the "COBRA Ineligibility Date"); provided, that, if the COBRA Ineligibility Date occurs first, the Company shall pay the Executive a lump sum at the rate of $4,000 per year, subject to pro rata adjustment, for the length of the period from the COBRA Ineligibility Date to the date that is 18 months after the Termination Date; and
(iii) Any and all unvested stock, stock options, awards and rights that were granted...
Termination by the Company for Reasons Other Than Cause. If the Employee's Termination Date occurs during the Employment Period and is a result of the Employee's termination of employment by the Company for reasons other than Cause (as defined below) and is not on account of Employee's death, disability, voluntary resignation, termination by the Company for Cause or the mutual agreement of the parties, then the Employee shall receive from the Company for the period commencing on his Termination Date and ending on the earliest of (i) last day of the Employment Period, (ii) the date of the Employee's death, or (iii) the first anniversary of the Termination Date, the Salary in effect as of his Termination Date, payable in accordance with the provisions of paragraph 3(a). For purposes of this Agreement, the term "Cause" shall mean (i) the continuous failure by the Employee to substantially perform his duties under this Agreement for 30 days following written notice by a majority of the non-employee Board members, (ii) the willful, and in bad faith, failure by the Employee to cease engaging in conduct which is demonstrably and materially injurious to the Company or its affiliates, monetarily or otherwise for 30 days following written notice by a majority of the non-employee Board members, (iii) conduct by the Employee that involves theft, fraud or dishonesty, or (iv) the Employee's violation of the provisions of Sections 6 or 7 hereof.
Termination by the Company for Reasons Other Than Cause. If the Company terminates the employment of Employee and such termination is not for Cause (a “Termination by the Company for Reasons Other Than Cause”), then, the Company shall pay to Employee (i) an amount equal to Employee’s Annual Compensation at the time of such termination multiplied by a number of years equal to ten (10) minus the number of complete years since the date hereof (the “Salary Termination Payment”), and (ii) an amount equal to ten percent (10%) of the Company’s market capitalization at such time (the “Equity Termination Payment”). For clarity, if two (2) years have passed since the date hereof, the Company’s market capitalization is $500,000,000 at such time, and Employee is terminated for a reason other than Cause at such time, Employee shall receive as a Salary Termination Payment an amount equal to Employee’s Annual Compensation multiplied by eight (8) and an Equity Termination Payment equal to $50,000,000. The Salary Termination Payment shall be paid to Employee no later than 90 days after the date of such termination, and the Equity Termination Payment shall be paid to Employee no later than 180 days after the date of such termination. To the extent that Employee is not fully vested in Benefits from any pension or any other retirement plan or program (whether tax qualified or not) maintained by the Company, the Company shall obtain and pay the premium upon an annuity policy to provide Employee with Benefits as though he had been fully vested on the date that his employment terminated.
Termination by the Company for Reasons Other Than Cause. If the Company terminates the employment of Executive and such termination is not for Cause (a “Termination by the Company for Reasons Other Than Cause”), then, the Company shall pay to Executive an amount equal to two times Executive’s Annual Compensation at the time of such termination. Such amount shall be paid to Executive in no event later than sixty (60) days after the date of such termination. To the extent that Executive is not fully vested in Benefits from any pension or any other retirement plan or program (whether tax qualified or not) maintained by the Company, the Company shall obtain and pay the premium upon an annuity policy to provide Executive with Benefits as though he had been fully vested on the date that his employment terminated.
