Termination Termination Benefits. The Employment Term and/or the Consulting Term hereunder shall be terminated as follows:
(a) The Employment Term and the Consulting Term, as the case may be, shall terminate as provided in Section 3(a) of this Agreement.
(b) The Employment Term and the Consulting Term, as the case may be, shall terminate upon Executive's death or Executive's Permanent Disability. The term "Permanent Disability" shall mean Executive is either (i) unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months or (ii) Executive is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months, receiving income replacement benefits for a period of not less than three (3) months under an accident and health plan of Company.
Termination Termination Benefits. The Employment Term and/or the Consulting Term hereunder shall be terminated as follows:
(a) The Employment Term and the Consulting Term, as the case may be, shall terminate as provided in Section 3(a) of this Agreement.
(b) Executive's death or Permanent Disability. The term "Permanent Disability" shall mean physical or mental incapacity of a nature which prevents Executive, or will prevent Executive, in the reasonable determination of the Board of Directors of Company, from performing his duties under this Agreement for a continuous period of four months or any aggregate period of six months in any 12 month period. Permanent Disability shall be deemed to have occurred as of said determination.
Termination Termination Benefits. The term of employment hereunder shall be terminated upon the first to occur of the following:
(A) The expiration of the term of employment pursuant to Section 2 of this Agreement;
(B) Executive's death or permanent disability. "Permanent disability" shall mean physical or mental incapacity of a nature which prevents Executive, in the sole judgment of the Board of Trustees of the Company, from performing his duties under this Agreement for a period of six months. If the term of employment is terminated because of Executive's death or disability, the Company shall pay (in the case of death) to Executive's beneficiary or beneficiaries designated in writing to the Company, or to Executive's estate in the absence or lapse of such designation, or (in the case of permanent disability) to Executive or his representative the Base Salary in respect of the unexpired portion of the term of employment in the amounts and at the times provided in Section 3;
Termination Termination Benefits. Your employment hereunder may be terminated by you at any time for any or no reason upon no less than thirty (30) days prior written notice to the Board. Your employment hereunder may be terminated by the Company at any time for any or no reason. In the event that your employment is terminated prior to the date which is the four month anniversary of the date on which you commenced employment hereunder and such termination is not due to your voluntary resignation (other than at the request of the Board or the Chairman of the Board), you will be entitled to continued payment of the Salary through such four month anniversary and the prorated bonus described in Section 4(b) shall be prorated based on a period of four months.
Termination Termination Benefits. Either Executive or the Company may terminate this Agreement and Executive’s employment with the Company at any time upon thirty (30) days’ prior written notice. Simultaneous with the execution of this letter, the Company and Executive will execute the Severance Agreement and Change of Control Agreement attached hereto as Exhibits A and B, respectively, which will be effective as of the Commencement Date and which provide certain termination benefits in the event of termination of employment without cause.
Termination Termination Benefits. (a) Prior to the first anniversary of the Commencement Date, your employment hereunder may be terminated (i) by you at any time for any or no reason upon no less than 30 days prior written notice to the Board or (ii) by the Company at any time for any reason or no reason upon no less than 30 days prior written notice to you (except if such termination is for Cause, in accordance with Section 6(b) below, in which case such termination will be effective upon written notice, subject to applicable cure rights).
(b) For purposes of this Agreement, “Cause” shall mean (i) your willful and continued breach of this Agreement or failure to perform your duties hereunder after a written demand for substantial performance is delivered to you by the Company, which demand specifically identifies the manner in which the Company believes that you have not substantially performed your duties; (ii) your conviction of or plea of guilty or nolo contendere to felony criminal conduct; or (iii) his material breach of Section 5 of this Agreement that is not cured within 30 days after you are provided written notice of your breach by the Company.
Termination Termination Benefits. (a) JPE is free to terminate your employment with the Companies for any reason whatsoever, with fourteen (14) days' prior written notice to you. The termination benefits described in this paragraph 6 shall be in lieu of any termination or severance benefits required by the policy of the Companies or applicable law, and shall constitute your sole and exclusive rights and remedies with respect to the termination of your employment with the Companies. The Companies may withhold from any payments made to you under this paragraph 6 all federal, State, city or other taxes to the extent required by law.
(b) Upon your termination without Cause (as defined below), you shall receive the difference between (1) $600,000 minus (2) the total salary paid to you pursuant to this Agreement prior to the last day of your employment under this Agreement, payable as if your employment continued throughout the full Employment Term.
(c) If JPE terminates your employment for Cause, you shall receive the pro rata portion of your salary under Paragraph 3 through the date of your employment.
(d) For purposes of this Agreement:
Termination Termination Benefits. (a) Your employment hereunder may be terminated by you at any time for any or no reason upon no less than 30 days prior written notice to the Board and/or by the Company at any time for any reason or no reason upon no less than 30 days prior written notice to you (except if such termination is for Cause, in accordance with Section 6(b) below). In the event that your employment under this Agreement (for the avoidance of doubt, other than your service as a member of the Board) is terminated prior to the last day of the month on which you commenced employment hereunder and such termination is not due to your voluntary resignation (other than at the request of the Board) or by the Company for Cause, in each case prior to the New CEO Commencement Date, then, in addition to any accrued but unpaid Salary due to you in connection with such termination, you will be entitled to payment of the balance of your Salary for the month in which your employment terminated and the RSU Award shall accelerate and become fully vested.
(b) For purposes of this Agreement, “Cause” shall mean your (a) willful neglect in the performance of your duties hereunder or willful or repeated failure or refusal to perform such duties (other than any such failure resulting from incapacity due to physical or mental illness resulting in a permanent disability) which continues beyond 10 days after a written demand for substantial performance is delivered to you by the Board; (b) engaging in conduct in connection with your employment with the Company, which results, or could reasonably be expected to result in, material harm to the business or reputation of the Company Group; (c) conviction of, or plea of guilty or no contest to, (i) any felony or (ii) any other crime that results, or could reasonably be expected to result, in material harm to the business or reputation of the Company or any other member of the Company Group; (d) material violation of the written policies of the Company Group or those set forth in the manuals or statements of policy of the Company Group, including but not limited to those relating to sexual harassment, after written notice from the Company, and a reasonable opportunity of not less than 10 days to cure (to the extent capable of cure) such violations, or the disclosure or misuse of confidential information; (e) fraud or misappropriation, embezzlement, or misuse of funds or property belonging to the Company Group; (f) act of personal dishonesty that involves persona...
Termination Termination Benefits. Your employment hereunder may be terminated by you at any time for any or no reason upon no less than thirty (30) days prior written notice to the Board. Your employment hereunder may be terminated by the Company at any time for any or no reason. In the event that your employment is terminated prior to the date which is the three (3) month anniversary of the date on which you commenced employment hereunder and such termination is not due to your voluntary resignation (other than at the request of the Board or the Chairman of the Board), you will be entitled to continued payment of the Salary through such three (3) month anniversary.
Termination Termination Benefits