Termination without Cause or due to death, Disability or Good Reason Sample Clauses

Termination without Cause or due to death, Disability or Good Reason. In the event of (i) the termination of the Grantee’s Employment by the Company without Cause (as defined in the Employment Agreement) (including the Company’s election to not renew the then current term of the Employment Agreement on equivalent terms upon the expiration of such term), (ii) the termination of Grantee’s Employment by the Grantee for Good Reason (as defined in the Employment Agreement), (iii) upon the Grantee’s death or Disability (as defined in the Employment Agreement), or (iv) the Grantee satisfies the Retirement Conditions (as defined in the Employment) throughout the Performance Period, in each case, prior to the Vesting Date, the Restricted Shares will remain outstanding and eligible to be earned and vested in accordance with Sections 4(a) and 4(b) herein; provided, that, the number of Earned Restricted Shares, if any, will be determined based only upon the number of full calendar years of Employment during the Performance Period and the Combined Ratio will be adjusted for any loss development related to any business written during or prior to the Employment Period (as defined in the Employment Period) until the expiration of the Performance Period (the “Adjusted Measurement”).
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Termination without Cause or due to death, Disability or Good Reason. If your employment relationship with the Employer, the Company or any Affiliates is terminated on or prior to June 30, 2018 (i) by the Employer, the Company or any Affiliates without Cause, (ii) by you due to Good Reason (as defined in the employment agreement by and between you and the Company entered into effective as of September 10, 2008 (your “Employment Agreement”)) or (iii) due to your Disability (as defined in your Employment Agreement) or your death, the TSR Outperformance RSUs will become Vested, if at all, in accordance with Section 6 but utilizing a TSR Stock Price determined as of the date of your “separation from service” (within the meaning of Treasury Regulation § 1.409A-1(h)) rather than the last business day in June 2018.
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Related to Termination without Cause or due to death, Disability or Good Reason

  • Termination Due to Death, Disability or Retirement In the event the Optionee’s employment or other service with the Company and all Subsidiaries is terminated by reason of death, Disability or Retirement, this Option will remain exercisable, to the extent exercisable as of the date of such termination, for a period of one year after such termination (but in no event after the Time of Termination).

  • Termination Due to Death or Disability Executive’s employment shall terminate automatically upon Executive’s death. The Company may terminate Executive’s employment immediately upon the occurrence of a Disability, such termination to be effective upon Executive’s receipt of written notice of such termination. Upon Executive’s death or in the event that Executive’s employment is terminated due to Executive’s Disability, Executive or Executive’s estate or Executive’s beneficiaries, as the case may be, shall be entitled to:

  • Termination for Any Reason Except Death, Disability or Cause If Optionee is Terminated for any reason except Optionee’s death, Disability or Cause, then this Option, to the extent (and only to the extent) that it is vested in accordance with the schedule set forth in Section 2.1 of this Agreement on the date of Termination, may be exercised by Optionee no later than three (3) months after the date of Termination, but in any event no later than the Expiration Date.

  • Termination of Employment Due to Death, Disability, or Retirement If the Optionee’s termination of employment is due to death, Disability, or Retirement (termination on or after age 65), or if Optionee terminates employment after age 55, the following shall apply:

  • Termination Due to Disability or Death Executive’s employment hereunder may be terminated by the Company as follows:

  • 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 of Employment Due to Death or Disability 4.1. In the event of your termination of employment due to death or permanent disability (within the meaning of Section 22(e)(3) of the Internal Revenue Code of 1986 (the “Code”)) during the Initial Term or the Additional Term, on the date of such termination each outstanding and unvested equity award held by you that, pursuant to its terms, vests solely based upon providing continued service to Skyworks, including, without limitation, stock options, restricted stock awards (including restricted stock unit awards), and performance-based equity awards that are earned but unissued, shall automatically become vested, exercisable, and issuable, and any forfeiture restrictions thereon shall immediately lapse, as applicable, in each case, with respect to one-hundred percent (100%) of that number of then-unvested shares underlying such equity award.

  • Termination for Cause; Resignation Without Good Reason; Death or Disability (i) The Company may terminate Executive’s employment with the Company at any time for Cause. Further, Executive may resign at any time without Good Reason. Executive’s employment with the Company may also be terminated due to Executive’s death or disability.

  • TERMINATION FOR DISABILITY OR DEATH (a) Termination of Executive’s employment based on “Disability” shall be construed to comply with Section 409A of the Internal Revenue Code and shall be deemed to have occurred if: (i) Executive is 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 last for a continuous period of not less than 12 months; (ii) by reason of any medically determinable physical or mental impairment that can be expected to result in death, or last for a continuous period of not less than 12 months, Executive is receiving income replacement benefits for a period of not less than three months under an accident and health plan covering employees of the Bank or the Company; or (iii) Executive is determined to be totally disabled by the Social Security Administration. The provisions of Sections 6(b) and (c) shall apply upon the termination of the Executive’s employment based on Disability. Upon the determination that Executive has suffered a Disability, disability payments hereunder shall commence within thirty (30) days.

  • 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.

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