TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee's employment with Employer shall be terminated (i) upon the death of Employee, (ii) upon Employee's Retirement (as defined below), (iii) upon Employee's Permanent Disability (as defined below), or (iv) at any time by Employer upon notice to Employee, or (v) by Employee upon thirty (30) days' notice to Employer, for any or no reason.
3.2 If Employee's employment is terminated by reason of any of the following circumstances (i), (ii), or (iii), Employee shall be entitled to receive the benefits set forth only in Section 3.3 below:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee's employment with Employer shall be terminated (i) upon the death of Employee, (ii) upon Employee's Retirement (as defined below), (iii) upon Employee's Permanent Disability (as defined below), or (iv) at any time by Employer upon written notice to Employee, or by Employee upon thirty (30) calendar days' written notice to Employer, for any or no reason. This Agreement may be terminated by Employer at any time upon one hundred and eighty (180) calendar days’ written notice to Employee and no such termination of this Agreement shall be deemed a termination of employment for purposes of this Article 3.
3.2 If Employee's employment is terminated by reason of any of the following circumstances, Employee shall not be entitled to receive the benefits set forth in Section 3.4 hereof:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee’s employment with Employer shall be considered an “at-will” relationship and shall be terminated (i) upon the Death (as defined below) of Employee, (ii) upon Employee’s Retirement (as defined below), (iii) upon Employee’s Early Retirement (as defined below), (iv) upon Employee’s Permanent Disability (as defined below), (v) for Cause (as defined below), (vi) upon Participation in a Significant Violation or Failure to Supervise (as defined below), (vii) upon Employee’s termination of employment for Good Reason (as defined below), or (viii) at any time by Employer upon written notice to Employee, or by Employee upon thirty (30) calendar days’ written notice to Employer, for any or no reason.
3.2 Employee’s entitlement to receive the benefits set forth in Section 3.4 is contingent on the reason or cause of the termination of Employee’s employment. Types of termination events and the definitions of those events used in this Agreement are as follows:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 (a) Employee's employment shall be terminated during the Employment Period by reason of the following circumstances:
(i) Death of Employee.
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee’s employment with Employer (a) will be terminated (i) upon the death of Employee or (ii) upon Employee’s Permanent Disability (as defined below), and (b) may be terminated (i) at any time by Employer upon furnishing a Termination Notice to Employee, or (ii) at any time by Employee upon furnishing a Termination Notice 60 calendar days prior to the effective time of such termination to Employer. Sections 3.2 and 3.3 describe certain “bad leaver” conditions and consequences and Sections 3.4 through 3.6 describe certain “good leaver” conditions and consequences.
3.2 If Employee’s employment is terminated by reason of either of the circumstances set forth in Section 3.2(a) or 3.2(b), Employee will be entitled to receive only the benefits set forth in Section 3.3 below:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee’s employment hereunder shall be terminated prior to the end of the Term: (i) upon the death of Employee, (ii) upon Employee’s Permanent Disability (as defined below), (iii) at any time by Employer upon written notice to Employee, (iv) by Employee without Good Reason (as defined below) upon ninety (90) days prior written notice to Employer (which notice period may be waived or shortened by Employer in its sole discretion without such action constituting Good Reason) or (v) by Employee for Good Reason upon written notice to Employer. Employee agrees and confirms that any termination of Employee’s employment pursuant to this Article 3 shall constitute, with no further action required, Employee’s resignation from any position that Employee holds on the Board of Directors and as an employee, manager, agent or officer of, service provider to, or member of the board of directors of, Employer and any Employer Entity, each such resignation to be effective on the date of the termination of Employee’s employment hereunder.
3.2 If Employee’s employment is terminated by reason of any of the following circumstances (i), (ii), or (iii), Employee shall be entitled to receive only the benefits set forth in Section 3.3 below:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee's employment with Employer may be terminated at any time during the Term by Employer upon notice to Employee or by Employee upon notice to Employer for any or no reason.
3.2 If Employee's employment is terminated by reason of the death of Employee, Employee's eligibility for benefits under Employer's Long-Term Disability Plan, a "Voluntary Termination" by Employee (as hereinafter defined), or by Employer for "Cause" (as hereinafter defined), all future compensation and benefits to which Employee is otherwise entitled pursuant to this Agreement shall cease and terminate as of the date of termination. Employee shall be entitled to (i) pro rata base salary through the date of such termination and (ii) any compensation and benefits otherwise due to Employee pursuant to the terms of Employer's employee benefit plans.
3.3 If Employee's employment is terminated for any reason other than as described in Section 3.2 above during the Term, Employer shall continue to pay to Employee through April 1, 2008 (i) Employee's base salary, determined at the highest rate in effect within the one year period ending on the date of termination, and (ii) Employee's bonus at the rate in effect for the last full year of Employee's employment.
3.4 As a condition to the receipt of the severance benefits provided in Section 3.3, Employee shall execute a release, releasing Employer and Employer's shareholders, officers, directors, employees, and agents from any and all claims and from any and all causes of action of any kind or character, including but not limited to, all claims or causes or action arising out of Employee's employment with Employer or the termination of such employment, and the performance of Employer's obligations hereunder and receipt of any benefits provided hereunder by Employee shall constitute full settlement of all such claims and causes of action.
3.5 For purposes of Section 3.2, a "Voluntary Termination" of the employment relationship by Employee prior to expiration of the Term shall be any termination of employment by Employee, other than (i) a termination of Employee's employment because of a material breach by Employer of any material provision of this Agreement which remains uncorrected for 30 days following written notice of such breach by Employee to Employer or (ii) a termination of Employee's employment within six months of a material reduction in Employee's rank or responsibility with Employer which remains uncorrected for 30 days followi...
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 Employee’s employment with Employer shall be terminated prior to the end of the Term: (i) upon the death of Employee, (ii) upon Employee’s Retirement (as defined below), (iii) upon Employee’s Permanent Disability (as defined below), (iv) at any time by Employer upon written notice to Employee, or (v) by Employee upon 90 days prior written notice to Employer. Employee agrees and confirms that any termination of Employee’s employment pursuant to this Article 3 shall constitute, with no further action required, Employee’s resignation from any position that Employee holds on the Board and as an employee of, or member of the board of directors of, any of Employer’s subsidiaries or affiliates, each such resignation to be effective on the date of the termination of the Employee’s employment hereunder.
3.2 If Employee’s employment is terminated by reason of any of the following circumstances (i), (ii), (iii) or (iv), Employee shall be entitled to receive only the benefits set forth in Section 3.3 below:
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 (a) Employee’s employment shall be terminated during the Employment Period by reason of the following circumstances:
(i) Death of Employee.
(ii) Permanent Disability. “Permanent Disability” shall mean Employee’s physical or mental incapacity to perform his usual duties, with such condition likely to remain continuously and permanently as determined by the Board of Directors. The decisions as to whether and as of what date Employee has become permanently disabled are delegated to the Board of Directors for determination, and any dispute of Employee with any such decision shall be limited to whether the Board of Directors reached such decision in good faith.
TERMINATION OF EMPLOYMENT AND EFFECTS OF SUCH TERMINATION. 3.1 After the conclusion of the Term, Employee’s employment with Employer shall continue on an at-will basis; terminable by either party, for any reason, with two weeks’ notice, or payment in lieu thereof, unless a different period of time is agreed upon in writing by the parties.
3.2 Employer may terminate this Agreement before the end of the Term for Cause, or due to Employee’s death or Disability. Employee may terminate this Agreement before the end of the Term for Good Reason.
