Termination of Employment with the Company. For purposes of this Agreement and to the extent applicable to the Participant, the term “termination of employment” shall mean “separation from service” as defined in Section 409A of the Internal Revenue Code (“Section 409A”). To the extent payments are made during the periods permitted under Section 409A (including any applicable periods before or after the specified payment dates set forth in this Section 2(c)), the Company shall be deemed to have satisfied its obligations under the Plan and shall be deemed not to be in breach of its payments obligations hereunder.
Termination of Employment with the Company. If Executive's employment with the Company is terminated by the Coinmach Board without Cause, or if Executive's employment is terminated by Executive for Good Reason (and not by reason of Executive's death or disability) and (i) no Company Event of Default has occurred and is continuing, Executive shall be entitled to receive severance pay in an amount equal to 2.0 times the sum of his Annual Base Salary then in effect plus the amount of the bonus paid to Executive for the most recently completed fiscal year, payable in 18 equal monthly installments, or (ii) a Company Event of Default has occurred and is continuing, Executive shall be entitled to receive severance pay in an amount equal to his Annual Base Salary then in effect payable in 12 equal monthly installments, in the case of each of clauses (i) and (ii) subject to applicable withholding tax requirements, commencing upon the execution by the Company and Executive of a mutual release of the parties' respective rights, duties, privileges and obligations hereunder other than those rights, duties, privileges and obligations which are contemplated to continue beyond the Employment Period, which release the parties hereby agree to use their reasonable good faith efforts to secure.
Termination of Employment with the Company. All exercisable Options granted herein must be exercised within ninety (90) days following the date on which the employment of Employee with the Company or one of its subsidiaries terminates (i.e., last day worked, excluding any severance period) (“Termination Date”), or be forfeited, except as provided in Section 2.3 below and as follows:
(a) In the event of Employee’s death during employment, each Option granted hereunder will be exercisable, whether or not vested on the date of Employee’s death, until the earlier of: (1) the first anniversary of Employee’s date of death; or (2) the original expiration date of the option. In the event of Employee’s death during a Special Exercise Period as specified in Section 2.3 below, each Option will continue to be exercisable in accordance with the provisions of that Section.
(b) In the event of the termination of employment of Employee due to Disablement, Employee may exercise the Option, to the extent not previously exercised and whether or not the option had vested on or prior to the date of employment termination, at any time prior to 365 days following the later of the date of Employee’s termination of employment due to Employee’s Disablement or the date of determination of Employee’s Disablement, provided, however, that while the claim of Disablement is pending, Options that were unvested at termination of employment may not be exercised and Options that were vested at termination of employment may be exercised only during the period set forth in the introductory clause to this Section 1.8. The Option shall terminate on the 365th day from the date of determination of Disablement, to the extent that it is unexercised. For these purposes “Disablement” shall be determined in accordance with the standards and procedures of the then-current Long Term Disability policies maintained by the Company, which is generally a physical condition arising from an illness or injury, which renders an individual incapable of performing work in any occupation, as determined by the Company.
(c) If Employee’s employment is terminated for “Cause”, all granted but unexercised stock Options shall be forfeited on Employee’s Termination Date.
Termination of Employment with the Company. Prior to the Closing Date, Purchaser may deliver to the Company a schedule of Employees whom the Company shall terminate (the “Terminated Employees”), effective as of the Closing Date. The Company shall satisfy in full all Termination Payments with respect to the Terminated Employees.
Termination of Employment with the Company. If your employment with the Company (or a Subsidiary) is terminated for any reason other than as a result of your Death, Disability, Early or Normal retirement, or resignation provided in Sections 7 ,8 and 9 hereof, you may exercise that portion of this Option which was exercisable by you at the date of termination at any time within 90 days of the date of such termination provided, however, such exercise occurs within the Option Period and further provided that in the event such termination was due to "Cause" (as defined in the Plan), this Option shall immediately lapse and expire.
Termination of Employment with the Company. Prior to the Closing Date, Parent may deliver to the Company a schedule of Employees whom the Company shall terminate (the "Terminated Employees"), effective as of the Closing Date. The Company shall satisfy in full all Termination Payments with respect to the Terminated Employees.
Termination of Employment with the Company. In the event of any termination of the Participant’s continuous employment with the Company, except as otherwise hereafter provided, Parent and/or any Subsidiary, the Option shall (except to the extent vested before termination of the Participant’s employment) cease to vest. The Participant may exercise the Option to the extent vested before termination of employment for any reason at any time within three (3) months after such termination of employment, but in no event more than ____________ (___) years after the date of this Agreement. So long as the Participant shall continue to be an employee of the Company, Parent and/or any Subsidiary, the Option shall not be affected by any change in the Participants’ duties or position. In the event the Participant’s continuous employment with the Company, Parent and/or any Subsidiary is terminated by Participant for Good Reason or by Company, Parent or Subsidiary without Cause within 12 months after a Change in Control (as herein after defined), the Option shall vest in full upon such termination of employment, including with respect to the portion of the Option which had not previously vested. The Participant may exercise the Option (to the extent not previously exercised) at any time within three (3) months after such termination of employment.
Termination of Employment with the Company. If the Participant ceases to be an Eligible Participant for any reason, then, except as provided in paragraphs (d) and (e) below, the right to exercise this option shall terminate three months after such cessation (but in no event after the Final Exercise Date), provided that this option shall be exercisable only to the extent that the Participant was entitled to exercise this option on the date of such cessation. Notwithstanding the foregoing, if the Participant, prior to the Final Exercise Date, violates the restrictive covenants (including, without limitation, the non-competition, non-solicitation, or confidentiality provisions) of any employment contract, any non-competition, non-solicitation, confidentiality or assignment agreement to which the Participant is a party, or any other agreement between the Participant and the Company, the right to exercise this option shall terminate immediately upon such violation.
Termination of Employment with the Company. In the event that the Participant ceases to be an Eligible Participant (as defined below) for any reason, all of the RSUs that are unvested as of the time of such cessation shall be forfeited immediately and automatically to the Company, without the payment of any consideration to the Participant, effective as of such cessation. Upon forfeiture of any unvested RSUs, the Participant shall have no further rights with respect to the unvested RSUs or any Common Stock that may have been issuable with respect thereto. The Participant shall be an “Eligible Participant” if he or she is an employee of the Company or any other entity the employees of which are eligible to receive RSUs under the Plan. Notwithstanding anything to the contrary in this Agreement, neither the Company nor any subsidiary is obligated, by or as a result of the Plan or this Agreement, to continue the Participant as an employee of the Company or any subsidiary, and neither the Plan nor this Agreement shall interfere in any way with the right of the Company or any subsidiary to terminate the employment of the Participant with the Company or any subsidiary at any time.
Termination of Employment with the Company. Each Award Agreement shall set forth the extent to which the Participant shall have the right to receive unvested Restricted Shares following termination of the Participant's employment with the Company. Such provisions shall be determined in the sole discretion of the Administrator, shall be included in the Award Agreement entered into with each Participant, need not be uniform among all Shares of Restricted Stock issued pursuant to the Plan, and may reflect distinctions based on the reasons for termination of employment with the Company.
