Total Disability of Executive. The Company, by written notice to Executive, shall at all times have the right to terminate this Agreement if Executive shall experience a Total Disability. The Period of Employment shall end on the date the Total Disability is deemed to occur or on such later date as the Company, in its sole discretion, shall determine.
Total Disability of Executive. If Executive becomes permanently and totally disabled (as defined in accordance with Section 22(e)(3) of the Code or its successor provision) during the term of this Agreement, Executive’s service hereunder shall automatically terminate and Executive shall be treated as having been terminated other than for Cause for purposes of Section 4 of this Agreement.
Total Disability of Executive. This Agreement and Executive’s employment hereunder shall terminate automatically upon the death or Total Disability of Executive. The term “Total Disability” as used herein shall mean a physical or mental incapacity or disability which renders Executive unable to render the services required hereunder (a), with or without reasonable accommodation, for a period or periods aggregating 180 days in any 12-month period or (b) for a period of 90 consecutive days. Executive and Employer hereby acknowledge that Executive’s ability to perform the duties specified in Section 2 hereof is of the essence of this Agreement. Termination hereunder shall be deemed to be effective immediately upon Executive’s death or a determination by the Board of Directors of Executive’s Total Disability.
Total Disability of Executive. Upon Executive's becoming permanently ----------------------------- and totally disabled (as defined in accordance with Internal Revenue Code Section 22(e)(3) or its successor provision) during the term of this Agreement, employment hereunder shall automatically terminate, all payments of compensation by the Company to Executive hereunder shall immediately terminate (except as to amounts already earned) and all vesting of the Executive's unit options shall immediately cease.
Total Disability of Executive. Upon Executive's becoming totally ----------------------------- disabled during the term of this Agreement, employment hereunder shall automatically terminate and Executive shall receive post-termination disability payments equal to six (6) months of continuation of Base Salary. Executive shall be deemed to have suffered a "Total Disability" ninety (90) days following written notice by the Company to Executive of a determination by an independent physician acceptable to the Board and Executive (which acceptance will not be unreasonably withheld) that Executive's disability is such that he cannot render services as provided for hereunder; provided, however, that if Executive resumes work on a regular basis prior to the end of such 90 day period, Executive shall not be deemed to have suffered a "Total Disability."
Total Disability of Executive. Upon Executive's becoming ----------------------------- permanently and totally disabled (as defined in accordance with Internal Revenue Code Section 22(e)(3) or its successor provision) during the term of this Agreement, then (i) Executive's stock options shall have their vesting accelerated to the same extent as such options would have vested (based on service-based vesting provisions solely and not on change of control vesting) had Executive remained employed by the Company for an additional twelve (12) months, (ii) Executive shall receive a lump-sum payment equal to 100% of the sum of his Base Salary plus Target Bonus, less applicable withholding, and (iii) Executive and his covered dependents shall receive coverage under the Company's health and other welfare benefit plans for a period of twelve (12) months, with such coverage to constitute the first twelve months of COBRA coverage, or, if and to the extent ineligible under the terms of such plans, Executive shall receive an amount equal to the Company's costs of providing such benefits; provided, however, that Executive will be fully grossed-up by the Company for any imputed income required to be recognized with respect to the payments made in lieu of welfare benefit plan coverage so that the economic effect to Executive is the same as if these payments were provided to Executive on a non- taxable basis.
Total Disability of Executive. Upon Executive's becoming totally disabled during the term of this Agreement, employment hereunder shall automatically terminate and all payments of compensation by the Company to Executive hereunder shall immediately terminate. Executive shall be deemed to be "totally disabled" ninety (90) days following written notice by the Company to Executive of such determination by an independent physician acceptable to the Board and Executive (which acceptance will not be unreasonably withheld); provided, however, that if Executive resumes work on a regular basis prior to the end of such 90 day period, Executive shall not be deemed to be "totally disabled."
Total Disability of Executive. Upon Executive's becoming permanently and totally disabled (as defined in accordance with Internal Revenue Code Section 22(e)(3) or its successor provision) during the term of this Agreement, employment hereunder shall automatically terminate, all payments of compensation by the Company to Executive hereunder shall immediately terminate (except as to amounts already earned) and all vesting of the Executive's Initial Stock Options, Additional Options and Initial Restricted Stock shall immediately cease unless the plan under which the foregoing equity award was made, if any, requires alternative vesting and exercisability treatment.
Total Disability of Executive. Should Executive become permanently and totally disabled (as defined in accordance with Internal Revenue Code Section 22(d)(3) or its successor provision), then (i) Executive's stock options shall have their vesting accelerated to the same extent as such options would have vested (based on service-based vesting provisions solely and not on change of control vesting) had Executive remained employed by the Company for an additional twenty-four months, (ii) Executive shall receive a lump-sum payment equal to 100% of the sum of his Base Salary plus Target Bonus, less applicable withholding, and (iii) Executive and his covered dependents shall receive coverage under the Company's health insurance benefit plans for a period of twenty-four months, with such coverage to constitute the first twelve months of COBRA coverage, or, if and to the extent ineligible under the terms of such plans, Executive shall receive an amount equal to the Company's costs of providing such benefits; provided, however, Executive will be fully grossed-up by the Company for any imputed income required to be recognized with respect to the payments made in lieu of health insurance benefit plan coverage so that the economic effect to Executive is the same as if these payments were provided to Executive on a non- taxable basis.
Total Disability of Executive. Upon Executive's becoming totally ----------------------------- disabled during the term of this Agreement, employment hereunder shall automatically terminate and Executive shall receive post-termination disability payments equal to six (6) months of continuation of Base Salary, and Executive's Award Agreement set forth in Section 4(b)(ii) hereof shall become 100% vested. Executive shall be deemed to have suffered a "Total Disability" ninety (90) days following written notice by the Company to Executive of a determination by an independent physician acceptable to the Board and Executive (which acceptance will not be unreasonably withheld) that Executive's disability is such that he cannot render services as provided for hereunder; provided, however, that if Executive resumes work on a regular basis prior to the end of such 90 day period, Executive shall not be deemed to have suffered a "Total Disability."
