Termination Consideration. 26.1 When an employee leaves the employment of the City in good standing, with at least three (3) years of service, he/she shall receive in salary equivalent one-half (1/2) of his/her accumulated sick leave up to a maximum of thirty (30) days. Upon retirement or death, he/she will be paid one-half (1/2) of his/her unused sick leave.
Termination Consideration. (a) In the event that (i) the Closing does not occur, (ii) the Purchase Agreement is terminated, (iii) in connection with such termination Buyer shall be entitled to a return of the Deposit under the terms of the Purchase Agreement and (iv) there shall be a Positive EBITDA Amount for the Transition Services Term so that a decrease to the Purchase Price would have been in effect under Section 3.1 if the Closing had occurred, then, in addition to the reimbursement of the Buyer Operating Expenses pursuant to Section 3.4, the Seller Parties shall pay or cause to be paid to Buyer a termination payment under this Agreement in an amount equal to the Positive EBITDA Amount that would have been applied as a decrease to the Purchase Price under Section 3.1 (the “Seller Termination Payment”).
Termination Consideration. As used herein, the “Termination Consideration” shall mean an amount equal to the sum of: (A) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Lease pertaining to the applicable Terminated Space (including in connection with any First Offer Space leased by Tenant pursuant to Section 1.4 above); plus (B) the unamortized portion of the Tenant Improvement Allowance paid or provided by Landlord for the Terminated Space (and any allowance/improvement costs provided by Landlord to Tenant in connection with the First Offer Space leased by Tenant pursuant to Section 1.4 above); plus (C) the unamortized amount of the Abated Rent (as defined in Section 3.3 below) applicable to the portion of the Terminated Space; plus (D) an amount equal to two (2) months of Base Rent calculated at the rate of Thirty and 70/100 Dollars ($30.70) per rentable square foot (but calculated on a monthly basis) of the Terminated Space for Tenant’s first termination right (set forth in clause (i) above) and at the rate of Thirty-Two and 10/100 Dollars ($32.10) per rentable square foot (but calculated on a monthly basis) of the Terminated Space for Tenant’s second termination right (set forth in clause (ii) above) and at the rate of Thirty-Three and 50/100 Dollars ($33.50) per rentable square foot (but calculated on a monthly basis) of the Terminated Space for Tenant’s third termination right (set forth in clause (iii) above). The brokerage commissions, Tenant Improvement Allowance and Abated Rent with respect to the Terminated Space leased by Tenant shall all be amortized on a straight-line basis over the scheduled initial one hundred twenty-eight (128) month Lease Term, together with interest at the rate of seven percent (7%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial one hundred twenty-eight (128) month Lease Term as of the applicable Termination Date. The unamortized portion of the costs of any abated rent, brokerage commissions and tenant improvement costs/allowance, if any, paid for or provided by Landlord to Tenant for any First Offer Space leased by Tenant pursuant to Section 1.4 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Offer Space, together with interest at the rate of seven percent (7%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such i...
Termination Consideration. Following the conclusion of the Consultancy for a reason other than (x) your termination of the Consulting Agreement for convenience prior to the one-year term provided by the Statement of Work or (y) the Company’s termination of the Consulting Agreement for your breach of a material term under the Consulting Agreement and your failure to cure such breach, and in each case conditioned upon your execution, delivery, and lack of revocation of a general release of claims in favor of the Company substantially in the form attached hereto as Exhibit E (“Second Release”) within forty-five days following notice of termination of the Consultancy (the “Release Deadline”), the Company agrees to provide you the following further termination consideration consistent with the benefits described in, and subject to the terms and restrictions of, Section 6 of the Employment Agreement:
Termination Consideration. Solely if either: (i) you continue to provide services as an employee of the Company through the Resignation Date and the Closing occurs or (ii) the Company terminates your employment prior to your Resignation Date other than (a) for Cause (as defined in the Employment Agreement), (b) as a result of your death or (c) as a result of your Disability (as defined in the Employment Agreement), the Company will provide you with the payments and benefits listed in this
Termination Consideration. (a) In the event that this Agreement is validly terminated by Parent pursuant to Section 10.2(a) and, at the time of any such termination, the Company is not permitted to terminate this Agreement pursuant to Section 10.2(b) (such termination, a “Parent Termination with Cause”), then the Company shall pay to Parent a termination fee in the amount equal to the lesser of (i) the Parent Reimbursable Termination Expenses multiplied by 1.5 or (ii) USD $5,000,000 (the “Cause Termination Fee”). The Cause Termination Fee shall be due within two (2) business Days of Parent having provided Company reasonable substantiation (copies of receipts or invoices, basis for calculation, etc.) of its calculation of the amount of Parent Reimbursable Termination Expenses. In the event that the Company cannot pay the Cause Termination Fee in cash within such period, Parent shall receive a convertible bond materially equivalent to the Company’s existing outstanding convertible bonds, but with an enhanced coupon rate of 12% per annum. 76
Termination Consideration. 1.1. The parties acknowledge and agree that the Executive’s employment, including all officer, director and fiduciary positions with the Company or any of its affiliates, including with respect to any benefit plan sponsored by or contributed to by the Company or any of its affiliates, held by the Executive terminated effective as of the Termination Date. Without limiting the generality of the foregoing, the Executive hereby confirms his resignation as an officer of the Company and any of its affiliates.
Termination Consideration. Contingent upon this Agreement becoming effective as provided in Section 27 of this Agreement (the “Effective Date”), the Company agrees:
Termination Consideration. In exchange for Xxxxxx’ agreement to the general release and waiver of claims and covenant not to xxx set forth below and Xxxxxx’ other promises herein, the Company agrees to provide Xxxxxx’ with the termination consideration set forth in Paragraph 3(b) of the Separation Agreement. By signing below, Xxxxxx acknowledges that she is receiving the termination consideration in exchange for waiving her rights to claims referred to in this Release and Xxxxxx would not otherwise be entitled to the termination consideration.
Termination Consideration. Any back-out penalty, settlement or similar termination consideration paid to Client by a Prospect identified pursuant to this Agreement is to be divided equally between Client and Capital.
