Termination of Employment and Partnership Status Sample Clauses

Termination of Employment and Partnership Status. (a) In the event of termination of a Managing Member's employment relationship with the Company (i) by a Managing Member voluntarily, or (ii) by the Capital Members with the concurrence of a Majority of the Members but otherwise in their sole discretion for any reason or for no reason except for Cause as hereinafter defined, or (iii) by the death of a Managing Member, or (iv) by the Capital Members on account of the continuous disability of a Managing Member for a period of more than three (3) months (provided that the Capital Members determine in their sole discretion that such Managing Member cannot continue to fulfill his or her executive responsibilities to the Company on account of such disability and gives such Managing Member at least thirty (30) days notice of such determination), then in each such case such Managing Member's employment relationship with the Company and status as a Managing Member shall terminate forthwith and said Managing Member shall become a Former Managing Member and shall retain his or her Vested Units for purposes of determining his or her Vested Carried Interest Percentage at any time and from time to time, but said Former Managing Member shall forfeit all of his or her Units to the extent not vested at the time of termination. In the event of termination of a Managing Member's employment relationship with the Company by the Capital Members in their sole discretion for Cause as hereinafter defined, then such Managing Member's employment relationship with the Company and status as a Managing Member shall terminate forthwith and said Managing Member shall not become a Former Managing Member but rather shall forfeit all of his or her Units both vested and unvested and shall forfeit in its entirety such Managing Member's Vested Carried Interest Percentage and any and all other interests he or she may have in the Company or in any Capital Account held for the benefit of such Managing Member pursuant hereto except that said Managing Member shall retain that portion of his or her Capital Account, if any, which is at that time held with respect to Vested Units and shall also retain the right to participate to the extent of his or her Vested Units at the time of his or her termination in the Carried Interest Percentage but only to the extent of any Profit or Loss with respect to Portfolio Company Securities owned by the Company at the time of his or her termination for Cause. The status of a Former Managing Member and his or her rel...
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Related to Termination of Employment and Partnership Status

  • Termination of Employment Generally In the event the Executive’s employment with the Company terminates, for any reason whatsoever including death or disability the Executive shall be entitled to the benefits described in this Section 2.2.

  • Termination of Employment for Cause If Optionee’s employment with the Bancorp or a subsidiary corporation is terminated for cause, this option shall expire thirty (30) days from the date of such termination. Termination for cause shall include, but not be limited to, termination for malfeasance or gross misfeasance in the performance of duties or conviction of a crime involving moral turpitude, and, in any event, the determination of the Board of Directors with respect thereto shall be final and conclusive.

  • Termination of Employment Agreement (a) Effective as of the Effective Date and immediately prior to the Effective Time, the Employment Agreement is hereby terminated and shall be of no further force or effect whatsoever; provided, however, that, and notwithstanding anything in this Agreement to the contrary, such termination shall be contingent on the closing of the Merger.

  • Termination of Employment Agreements Any and all Employment Agreements entered into between the Company or any of its Subsidiaries and the Executive prior to the date of this Agreement are hereby terminated.

  • Term; Termination of Employment The term of this Agreement (the “Term”) begins on the Effective Date and will end, along with Executive’s employment with the Company, on the earliest to occur of the following events.

  • Termination of Employment Relationship 3.1 The Executive’s employment with the Company shall automatically terminate, and the Employment Term shall thereupon terminate:

  • Termination of Employment by the Company for Cause The Company may terminate the Executive’s employment for Cause during the Term upon written notice to the Executive. If the Executive’s employment is so terminated by the Company, the Term shall end as of the Date of Termination and the Executive shall thereupon be entitled solely to the following:

  • Constructive Termination of Employment If the Executive so elects, a termination by the Company without Cause under Section 6(d) shall be deemed to have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive:

  • Termination of Employment and Options Vested Options shall terminate, to the extent not previously exercised, upon the occurrence of the first of the following events:

  • Termination of Employment Without Cause At any time during the Term of Employment under this Agreement, either Arrow or the Bank may effect, pursuant to this Paragraph 7(b), and in accordance with the requirements set forth in Paragraph 11(gg) below, a Termination of Employment of Executive without Cause, provided, however, that any attempt to do so under circumstances that would also qualify such Termination of Employment as a Termination of Employment of Executive without Cause under Paragraph 6(a) of this Agreement, that is, as a Termination of Employment of Executive without Cause following a Change in Control that meets the conditions set forth in Paragraph 6(a), will be deemed a Termination of Employment of Executive without Cause under Paragraph 6(a), and not a Termination of Employment of Executive without Cause under this Paragraph 7(b). In the event of a Termination of Employment of Executive without Cause under this Paragraph 7(b), on the effective date of such Termination of Employment, and subject to the satisfaction of the conditions specified below in Section 8, Arrow or the Bank shall pay to the Executive, and the Executive shall be entitled to receive, one (1) lump sum payment in a dollar amount equal to the greater of (i) the total amount of Base Salary payments which would have been payable to the Executive during the period extending from such effective date until the normal expiration date of Employment under this Agreement as in effect at such time, had there been no early Termination of Employment of Executive without Cause (and assuming the Executive otherwise would have remained employed throughout such period and that his Base Salary would have remained unchanged throughout such period), or (ii) an amount equal to one hundred percent (100%) of the current Base Salary of the Executive on the effective date of such Termination of Employment.

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