Termination Without Cause or Disability Sample Clauses

Termination Without Cause or Disability. Employer may terminate --------------------------------------- Executive's employment without Cause or Disability at any time. Prior to a Change in Control, in the event Employer terminates Executive's employment for other than Cause or Disability, or if Executive resigns because of a material breach of this Agreement by Employer, Executive shall be entitled to continue to receive for a period of nine (9) months following the effective date of the termination: (i) his base salary as provided in Section 3, as the same may have been increased by Employer's Board of Directors or Compensation Committee; (ii) all benefits theretofore being provided to him as provided in Section 5; (iii) any deferred salary, bonuses and other compensation, but subject to the terms of any applicable plan or deferral agreement; and, within 60 days after the effective date of his termination, he shall be paid the prorated portion (based on the portion of the fiscal year served prior to termination) of the bonus that Executive would have earned pursuant to Section 4 for that fiscal year, as if all the primary targets in respect of that year had been achieved and, based thereon, the maximum discretionary bonuses had been paid. The amounts and rights to which Executive may be entitled in respect of any outstanding restricted stock grants, stock options, stock appreciation rights and supplemental retirement benefit arrangements shall be determined in accordance with the applicable plans and/or any applicable agreements. The foregoing and Section 9 of this Agreement shall be Executive's sole and exclusive remedy if, prior to a Change in Control, his employment is terminated without Cause or Disability or if he resigns as a result of a material breach of this Agreement by Employer.
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Termination Without Cause or Disability. The Company may terminate Executive's employment at any time for other than Cause or disability, by providing written notice to the Executive. In such event (unless such termination would be covered by Section 6(e) below), the Company shall pay Executive as severance (i) an amount equal to 12 months of his then Base Salary, less standard withholdings for tax and social security purposes, payable over such 12 month term in monthly pro rata payments commencing as of the Termination Date and (ii) the accrued portion of any vacation earned, less standard withholdings for tax and social security purposes. Notwithstanding the foregoing, the Company shall not be obligated to pay any termination payments under this Section 6(d) above if Executive breaches the provisions of Sections 7, 8 or 9 below.
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Termination Without Cause or Disability. Employer may terminate --------------------------------------- Executive's employment without Cause or Disability at any time. Prior to a Change in Control, in the event Employer terminates Executive's employment for other than Cause or Disability, or if Executive resigns because of a material breach of this Agreement by Employer, Executive shall be entitled to continue to receive for a period of nine (9) months following the effective date of the termination: (i) his base salary as provided in Section 3, as the same may have been increased by Employer's Board of Directors or Compensation Committee; (ii) all benefits theretofore being provided to him as provided in
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Termination Without Cause or Disability 
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Related to Termination Without Cause or Disability

  • Termination Without Cause or With Good Reason If the Executive’s employment is terminated (A) by the Company without Cause, or (B) by the Executive with Good Reason, the Company shall pay (unless otherwise noted, in the normal course) to the Executive or provide the following amounts or benefits:

  • Termination Without Cause or for Good Reason If Executive’s employment by the Company ceases due to a termination by the Company without Cause (as defined below) or a resignation by Executive for Good Reason (as defined below), Executive will be entitled to:

  • Termination Without Cause or Termination for Good Reason (a) The Company may terminate the Executive's employment hereunder without Cause, and the Executive shall be permitted to terminate his employment hereunder for Good Reason (as hereinafter defined). If the Company terminates the Executive's employment hereunder without Cause, other than due to death or Disability, or if the Employee effects a termination for Good Reason, the Executive shall be entitled to receive all the benefits provided for under Section 3.6 of this Agreement.

  • Termination Without Cause; Termination for Good Reason If the Company shall terminate the Executive’s employment, other than for Cause, or the Executive shall terminate his employment for Good Reason, then;

  • Termination Without Cause or Resignation for Good Reason If (1) Company terminates Employee’s employment during the Initial Term other than (a) due to Employee’s death or Disability or (b) for Cause (as defined below); or (2) if Employee resigns from Employee’s employment for Good Reason (as defined below) during the Initial Term, Employee shall receive the Accrued Amounts on the Date of Termination and, in addition, subject to the Severance Conditions below, (i) Company shall provide a severance payment equal to three (3) months of Employee’s salary as of the Date of Termination (the “Severance Payment”), divided and paid in equal installments over a period of three (3) months in accordance with Company’s regular payroll practices starting on the first regular payday occurring after the effective date of the Release (as defined below), and (ii) the Company will reimburse Employee for COBRA premiums (at the coverage levels and at the Company-paid rate in effect immediately prior to such termination) for Employee and Employee’s covered dependents until the earliest of (A) the date that is three (3) months following the Date of Termination, (B) the date that Employee (or Employee’s spouse or dependents, as applicable) are no longer eligible for COBRA coverage or (C) the date when Employee receives substantially equivalent health insurance coverage in connection with new employment (the “COBRA Benefit”). Company’s obligation to pay Employee the Severance Payment and COBRA Benefit shall be conditioned on Employee’s satisfaction of the following (the “Severance Conditions”): (1) Employee must first sign, and allow to become effective, a Company-approved separation agreement, which shall include a full general release in a form acceptable to Company, releasing all claims, known or unknown, that Employee may have against Company arising out of or any way related to Employee’s employment or termination of employment with Company (the “Release”); and (2) on or before the effective date of the Release, Employee must have (i) reconfirmed Employee’s agreement to abide by all of the surviving provisions of this Agreement and any other agreement between Employee and Company, (ii) agreed to cooperate in the transition of Employee’s employment; and (iii) agreed not to make any voluntary statements, written or oral, or cause or encourage others to make any such statements that defame, disparage, or in any way criticize the personal and/or business reputations, practices, or conduct of the Company or any of its affiliates. All other Company obligations to Employee will be automatically terminated and completely extinguished.

  • Termination Without Cause or Constructive Termination Without Cause In the event the Executive's employment is terminated without Cause, other than due to disability or death, or in the event there is a Constructive Termination Without Cause, the Executive shall be entitled to:

  • Termination without Cause or Resignation with Good Reason The Company may terminate the Term of Employment without Cause, and the Executive may terminate the Term of Employment for Good Reason, at any time upon written notice. If the Term of Employment is terminated by the Company without Cause (other than due to the Executive’s death or Disability) or by the Executive for Good Reason, in either case prior to the date of a Change in Control or more than one year after a Change in Control, the Executive shall be entitled to the following:

  • Termination Without Cause The Company may terminate the Executive’s employment hereunder at any time without Cause. Any termination by the Company of the Executive’s employment under this Agreement which does not constitute a termination for Cause under Section 3(c) and does not result from the death or disability of the Executive under Section 3(a) or (b) shall be deemed a termination without Cause.

  • Good Reason; Other Than for Cause or Disability If, during the Employment Period, the Company terminates the Executive's employment other than for Cause or Disability or the Executive terminates employment for Good Reason:

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

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