Termination Pursuant to Sections 8 Sample Clauses

Termination Pursuant to Sections 8. 4 and 8.5. (a) In the event of termination of the Executive’s employment by the Employer without Cause pursuant to Section 8.4 or the Executive’s termination of employment for Good Reason pursuant to Section 8.5, in addition to providing Final Compensation, the Employer shall pay to the Executive the following: (i) an amount equal to six (6) months of his then-current Base Salary payable in installments during the six (6) month period following the date of termination, plus, subject to the Executive’s timely election to continue his participation and that of his eligible dependents in the Employer’s group medical and dental plans under the federal law known as “COBRA”, an amount, after all applicable taxes are paid, that equals the portion of the monthly health premiums paid by the Employer on behalf of the Executive and his eligible dependents immediately prior to the date that his employment terminates (the “Health Continuation Benefits”) until the earlier of the date that is six (6) months following the date of termination and the date that the Executive ceases to be eligible for such coverage (all of the foregoing, the “Severance Benefits”). After the Health Continuation Benefits end, the Executive may continue coverage for the balance of the continuation period provided under COBRA, by paying the full premium cost plus a small administrative fee. Notwithstanding the foregoing, in the event that the Employer’s payment of the Health Continuation Benefits would, in the determination of the Board or its delegate, subject the Executive, the Company or Parent to any tax or penalty under the Patient Protection and Affordable Care Act (as amended from time to time, the “ACA”) or Section 105(h) of the Internal Revenue Code of 1986, as amended (“Section 105(h)”), or applicable regulations or guidance issued under the ACA or Section 105(h), the Executive and the Employer agree to work together in good faith, consistent with the requirements for compliance with or exemption from Section 409A (as defined in Section 9), to restructure such benefit; plus (ii) the portion (if any) of any bonus earned under Section 4.2 for the performance year preceding the year of termination that remains unpaid at the time of termination, such earned but unpaid amount to be paid within thirty (30) days of termination; plus (iii) a bonus amount equal to the product of (A) a fraction (determined as hereinafter provided), times (B) the Termination Bonus (as hereinafter defined), such b...
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Termination Pursuant to Sections 8. 2 and 8.3. In the event that the Executive’s employment is terminated pursuant to Section 8.2 or Section 8.3, he shall not be entitled to any compensation other than Final Compensation.
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Termination Pursuant to Sections 8. 4 and 8.5. In the event of termination of the Executive’s employment by the Company other than for Cause pursuant to Section 8.4 or the Executive’s termination of employment for Good Reason pursuant to Section 8.5, then in addition to providing Final Compensation the Company shall continue to pay to the Executive his then-current Base Salary during the twelve (12) month period following the date of termination and, subject to any employee contribution applicable to the Executive on the date of termination, the Company shall continue to contribute to the premium cost of the Executive’s participation in the Company’s group medical and dental plans for one year following the termination of the Executive’s employment, provided that the Executive is entitled to continue such participation under the federal law known as “COBRA” and timely elects to do so. After the Company’s contributions end, the Executive may continue coverage for the balance of the continuation period provided under COBRA, by paying the full premium cost plus a small administrative fee. (a) Any obligation of the Company to make any payments under this Section 5.3 (other than Final Compensation) or to provide the Executive with vesting of unvested Units under this Section 5.3 is expressly conditioned upon the Executive’s execution and return of an effective release of claims in the form attached hereto as Exhibit A (the “Release”) not later than the number of days following the termination of his employment the Company determines that it must provide him by law to consider the Release in order to render it fully effective. The Release creates legally binding obligations, and the Company therefore advises the Executive to consult an attorney before signing it. (b) Any Base Salary to which the Executive is entitled under this Section 5.3 shall be payable in accordance with the normal payroll practices of the Company and will begin at the Company’s next regular payroll period which is at least five business days following the later of the effective date of the Release of Claims or the date the Release of Claims, signed by the Executive, is received by the Company, but the first payment shall be retroactive to the next business day following the date of termination. (c) The right of the Executive to receive and retain any payments to which he is entitled under this Section 5.3 is expressly conditioned on his continuing compliance with his obligations under this Agreement, including without limitat...
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Termination Pursuant to Sections 8. 4 AND 8.5. In the event that the Executive's employment is terminated pursuant to Section 8.4 (Termination Without Cause) or Section 8.5 (Resignation for Good Reason), the Company shall continue to pay to the Executive his periodic Base Salary during the 18 month period following the date of termination of employment, provided, however, that beginning 12 months following the date of termination of employment the amount the Company shall pay to the Executive will be off-set by earnings by the Executive from any employment at a non-Competing Business during such period, and provided, further, that if the Executive begins employment with a Competing Business in violation of Section 7.1(b), the Company will have no obligation to pay the Executive any amount under this Section 5.3. Notwithstanding the foregoing, in the event that the Executive's employment is terminated pursuant to Section 8.5(iv), the Company shall continue to pay to the Executive his periodic Base Salary during the 12 month period following the date of termination of employment, provided, that beginning the date of termination of employment the amount the Company shall pay to the Executive will be off-set by earnings by the Executive from any employment at a non-Competing Business during such period, and provided, further, that if Executive begins employment with a Competing Business in violation of Section 7.1(b), the Company will have no obligation to pay the Executive any amount under this Section 5.3. The right to receive payment of such amounts shall constitute the Executive's sole and exclusive remedy against the Company in connection with a termination of employment pursuant to Section 8.4 or 8.5. The obligation of the Company to make payments to the Executive as required under Section 5.2 or this Section 5.3 is conditioned upon the Executive signing a release of claims in the form attached hereto as Exhibit A (the "RELEASE") within 21 days of the date on which the Executive receives or gives, as applicable, notice of termination of employment and upon the Executive not revoking the Release thereafter.
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Termination Pursuant to Sections 8. 0 XXX 0.
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Termination Pursuant to Sections 8. 4 and 8.5. (a) In the event of termination of the Executive’s employment by the Company other than for Cause pursuant to Section 8.4 or the Executive’s termination of employment for Good Reason pursuant to Section 8.5, in addition to providing Final Compensation the Company shall continue to pay to the Executive his then-current Base Salary during the twelve (12) month period following the date of termination and, subject to any employee contribution applicable to the Executive on the date of termination, the Company shall continue to contribute to the premium cost of the Executive’s participation in the Company’s group medical and dental plans for one year following the termination of the Executive’s employment, provided that the Executive is entitled to continue such participation under the federal law known as “COBRA” and timely elects to do so. After the Company’s contributions end, the Executive may continue coverage for the balance of the continuation period provided under COBRA, by paying the full premium cost plus a small administrative fee. In addition, if at the time of the Executive’s termination pursuant to either of Section 8.4 or 8.5 hereof either (i) the Executive has been employed hereunder for fewer than two full years from the date first written above or (ii) the Company has Performed, then the Executive shall be 100% vested in all outstanding Units. For purposes of this Agreement, the Company shall be deemed to have “Performed” if the total store cash flow of the Habit (store EBITDA before any overhead allocation of general and administrative or or pre-opening expenses) (the “SCF”) is not less than the following dollar amount as of the last day of the designated period: June 2010 $ 5,914,000 December 2010 $ 6,867,000 June 2011 $ 8,397,000 December 2011 $ 9,926,000 June 2012 $ 11,782,000 December 2012 $ 13,639,000 June 2013 $ 18,021,000 For the avoidance of doubt, it is understood and agreed that the amounts included in the table above will be interpolated on a straight-line basis between periods to determine the applicable SCF for the actual date of the Executive’s termination. (b) Any obligation of the Company to make any payments under this Section 5.3 (other than Final Compensation) or to provide the Executive with vesting of unvested Units under this Section 5.3 is expressly conditioned upon the Executive’s execution and return of an effective release of claims in the form attached hereto as Exhibit A (the “Release”) not later than t...
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Related to Termination Pursuant to Sections 8

  • Pursuant to Section 6 2(a) of the Collateral Agency Agreement and subject to the conditions set forth in Section 13.1(b), the Initial Beneficiary hereby designates a portion of the Closed-End Units included in the Revolving Pool for allocation to a new Reference Pool, referred to as the "20[ ]-[ ] Reference Pool," within the Closed-End Collateral Specified Interest. Upon the effectiveness of this Exchange Note Supplement, the Initial Beneficiary shall direct the Titling Trustee and the Closed-End Collateral Agent to allocate or cause to be identified and allocated on their respective books and records the "20[ ]-[ ] Reference Pool," to be separately accounted for and held in trust independently from any other Asset Pool. Such Reference Pool shall initially include the Closed-End Units identified on Schedule 1 to this Exchange Note Supplement, which Closed-End Units shall belong exclusively to the 20[ ]-[ ] Reference Pool, and all other Titling Trust Assets to the extent related to such Closed-End Units (other than cash which does not constitute Closed-End Collections received after the Cut-Off Date, as specified in Section 13.2(a)(iii)); provided, that, any Closed-End Collections received on or prior to the Cut-Off Date for any such Closed-End Units identified on Schedule 1 shall not be allocated to the 20[ ]-[ ] Reference Pool.

  • Pursuant to Section 4 01, any amounts collected by a Servicer or the Master Servicer under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the related Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.03. Any cost incurred by the Master Servicer or the related Servicer in maintaining any such insurance (if the Mortgagor defaults in its obligation to do so) shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Sections 4.01 and 4.03.

  • Pursuant to Section 3 03 of the Indenture Supplement, on each Distribution Date, the Indenture Trustee shall deposit into the Class A(2024-1) Interest Funding sub-Account the portion of Card Series Finance Charge Amounts allocable to the Class A(2024-1) Notes.

  • Pursuant to Section 5 10 of the Credit Agreement, each Subsidiary Loan Party of the Borrower that was not in existence or not such a Subsidiary Loan Party on the date of the Credit Agreement is required to enter into the Guarantee Agreement as Guarantor upon becoming such a Subsidiary Loan Party. Upon the execution and delivery, after the date hereof, by the Administrative Agent and such Subsidiary of an instrument in the form of Annex I hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

  • Pursuant to Section 2.1 of this Agreement, the Seller conveyed to the Trust all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement including the Seller’s rights under the Purchase Agreement and the delivery requirements, representations and warranties and the cure or repurchase obligations of AmeriCredit thereunder. The Seller hereby represents and warrants to the Trust that such assignment is valid, enforceable and effective to permit the Trust to enforce such obligations of AmeriCredit under the Purchase Agreement. Any purchase by AmeriCredit pursuant to the Purchase Agreement shall be deemed a purchase by the Seller pursuant to this Section 3.2 and the definition of Purchased Receivable.

  • Pursuant to Section 2 1.(b) of the Credit Agreement, the Borrower hereby requests that the Lenders make Revolving Loans to the Borrower in an aggregate principal amount equal to $ .

  • Amendment to Section 8 6(c). Section 8.6(c) of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

  • Amendment to Section 6 12. Section 6.12 of the Credit Agreement is hereby amended and restated to read in its entirety as follows:

  • Amendment to Section 9 04(a). Section 9.04(a) is hereby amended and restated in its entirety to read as follows:

  • Amendment to Section 7 03 (Liens) of the Credit Agreement. Clause (c) of Section 7.03 of the Credit Agreement is hereby amended and restated as follows:

Most Referenced Clauses

Most Referenced Definitions