Transition; Separation Sample Clauses

Transition; Separation. The Executive will continue to be employed as the Senior Vice President, General Counsel and Corporate Secretary of the Company from the date of this Agreement through April 1, 2023 (the “Transition Date”). Following the Transition Date, the Executive will continue to be employed by the Company as a full-time employee of the Company in the capacity of Senior Advisor to the Chief Executive Officer, from the Transition Date through the date determined by the Company in its sole discretion that is no earlier than February 1, 2024 and no later than February 28, 2024, unless earlier terminated by the Company for Cause (as defined herein) or by the Executive for any reason (the date of the Executive’s actual termination of employment with the Company, including in the event of Executive’s death or “Disability” (as defined in the Employment Agreement), the “Separation Date”). As Senior Advisor to the Chief Executive Officer, Executive’s duties will be comprised of the following: reasonably assist with the transition of Executive’s former role to his successor; provide strategic advice and support to the Company’s Chief Executive Officer; and only such other duties as may be agreed in writing between the Chief Executive Office and Executive following the Transition Date. (a) From the Transition Date through the Separation Date, the Executive will continue to receive the Executive’s Base Salary (as defined in the Employment Agreement) at its current rate of $470,000 per year, receive an Annual Bonus for the 2022 as contemplated in the Employment Agreement, and participate in the Company’s employee benefit plans in accordance with their terms. Except as set forth in Section 2(b), the Executive will not be eligible for an annual bonus with respect to the 2023 or 2024 fiscal years, and the Executive will not be eligible for an annual equity award grant with respect to the 2023 or 2024 fiscal years. For the avoidance of doubt, except as expressly provided herein, prior to the Separation Date, the Executive’s employment with the Company will continue to be governed in all respects with the terms and conditions set forth in the Employment Agreement, provided that the provisions of this Agreement (including, but not limited to, the change in the Executive’s duties and responsibilities and the changes to the Executive’s equity and non-equity incentive compensation as contemplated by this Agreement) shall in no event constitute “Good Reason” for purposes of the Employment A...
Sample 1
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Transition; Separation. The Executive will continue to be employed as Executive Vice President and Chief Financial Officer from the date hereof through the Transition Date. Following the Transition Date, the Executive will continue to be employed by the Company as an Adviser to the Chief Financial Officer through the Separation Date (unless earlier terminated by the Company for “Cause” as defined in the Severance Agreement or by the Executive). Effective as of the Transition Date, the Executive will resign (and will be deemed to have resigned without any further action by the Executive) from his position of Executive Vice President and Chief Financial Officer of the Company, and effective as of the Separation Date, the Executive will resign (and will be deemed to have resigned without any further action by the Executive) from all of the Executive’s positions with the Company and its affiliates (and as a fiduciary of any benefit plan of the Company and its affiliates). The Executive shall execute such additional documents as requested by the Company to evidence the foregoing.
Sample 1
Transition; Separation. The Executive’s employment as Executive Vice President, Chief Financial Officer and Chief Administrative Officer shall terminate as of the close of business on the Separation Date. Through the Separation Date, the Executive will continue to: (a) serve as an employee of the Company with the same duties and responsibilities as before and under the same terms and conditions set forth in the Letter Agreement, (b) be paid the Executive’s currently monthly salary ($45,833.33 per month), and (c) be eligible to participate in all benefit plans and programs available to employees of Xxxxxxxx & Struggles, Inc. generally, in accordance with the terms of such plans and programs. Any business expenses properly incurred by the Executive prior to the Separation Date will be reimbursed in accordance with the Company’s expense reimbursement policy. Through the Separation Date, the Executive shall take reasonable and appropriate actions to cooperatively and smoothly transition the duties and responsibilities of the position of Executive Vice President, Chief Financial Officer and Chief Administrative Officer to her successor or successors.
Sample 1
Transition; Separation. You will continue to serve as the Company’s Chief Marketing and Revenue Officer through September 10, 2012. Between September 11, 2012 and September 22, 2012 (the “Transition Period”), you will remain employed by the Company and shall provide transitional assistance to the Company as requested by the Company. During the Transition Period, you will receive your regular salary and shall remain eligible for the Company’s standard benefits, subject to the terms and conditions of the plans. Your resignation will be effective on September 22, 2012 (the “Separation Date”), which will be your final day of employment.
Sample 1
Transition; Separation. Effective as of the Effective Date, the Executive will transition from his position as President and Chief Executive Officer of the Company to the position of Senior Advisor. The Executive will continue to serve as an employee in the position of Senior Advisor through September 30, 2024; provided, that the Company may terminate the Executive’s employment prior to such date on account of Disability or for Cause (each, as defined in the Employment Agreement), the Executive may voluntarily resign upon 30 days’ advance notice and the Executive’s employment will automatically terminate upon the Executive’s death. The date of the Executive’s actual termination of employment with the Company is the “Separation Date”, and the period beginning on the Effective Date and ending on the Separation Date is the “Transition Period”. Effective as of the Effective Date, and except as otherwise provided in this Section 1, the Executive will be deemed to have automatically resigned from all of the Executive’s officer and other positions with the Company and its affiliates (and as a fiduciary of any benefit plan of the Company and its affiliates), including, without limitation, as a member of the Board of Directors of the Company (the “Board”). The Executive will execute such additional documents reasonably requested by the Company to evidence the foregoing resignations.
Sample 1
Transition; Separation a. Effective on November 1, 2017 (the “Transition Date”) Employee shall resign from her position as Chief Business and Strategy Officer. During the period beginning on the Transition Date and ending on the Termination Date (such period, the “Transition Period”), the Employee will continue to be employed by the Company as a Strategic Advisor to the Chief Executive Officer and perform such duties as the Company may request from time to time. During the Transition Period, the Company will continue to pay Employee her base salary at the rate in effect as of the date hereof and Employee will continue to participate in the Company’s health and welfare plans, subject to their terms. b. Effective on the Termination Date, Employee’s employment relationship with the Company shall terminate in full. Employee acknowledges that from and after the Termination Date, Employee shall have no authority to, and shall not represent herself as an employee of the Company.
Sample 1
Transition; Separation. You hereby resign from your position as Chief Executive Officer, and the Company hereby accepts such resignation, effective as of April 3, 2014. You also hereby resign from your position as a director on the Company’s Board of Directors (the “Board”), effective as of April 3, 2014, and the Company hereby accepts such resignation. Your last day of work with the Company and your employment termination date will be April 13, 2014 (the “Separation Date”). Between now and the Separation Date (the “Transition Period”), you agree to assist in the transition of your job duties as requested. During the Transition Period, you will not be expected to perform full-time work (unless requested to do so in connection with the transition of your duties); however, you will continue to receive your regular compensation and benefits.
Sample 1
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Transition; Separation 
Sample 1

Related to Transition; Separation

  • The Separation Subject to the satisfaction or waiver (in accordance with the provisions of Section 4.3) of the conditions set forth in Section 4.3, each of MII and B&W will use commercially reasonable efforts to take, or cause to be taken, any actions, including the transfer of Assets and the assumption of Liabilities, necessary to effect the Separation on or prior to the Distribution Date. As of and after the Distribution Time, B&W and its Subsidiaries shall, as between the B&W Group and the MII Group, be responsible for all B&W Liabilities, regardless of when or where such B&W Liabilities arose or arise, or whether the facts on which they are based occurred prior to or subsequent to the date hereof, regardless of where or against whom such B&W Liabilities are asserted or determined or whether asserted or determined prior to, at or after the date hereof, and regardless of whether arising from or alleged to arise from negligence, recklessness, violation of statute or Law, fraud or misrepresentation, breach of contract or other theory, by any member of the MII Group or the B&W Group or any of their respective directors, officers, employees, agents, Subsidiaries or Affiliates. As of and after the Distribution Time, MII and its Subsidiaries shall, as between the MII Group and the B&W Group, be responsible for all MII Liabilities, regardless of when or where such MII Liabilities arose or arise, or whether the facts on which they are based occurred prior to or subsequent to the date hereof, regardless of where or against whom such MII Liabilities are asserted or determined or whether asserted or determined prior to, at or after the date hereof, and regardless of whether arising from or alleged to arise from negligence, recklessness, violation of statute or Law, fraud or misrepresentation, breach of contract or other theory, by any member of the MII Group or the B&W Group or any of their respective directors, officers, employees, agents, Subsidiaries or Affiliates. Subject to Section 3.8(f), each of MII and B&W agrees on behalf of itself and each of its Subsidiaries as of the Distribution Time that the provisions of the Tax Sharing Agreement shall exclusively govern the allocation of Assets and Liabilities related to Taxes.

  • Transition Seller will not take any action that is designed or intended to have the effect of discouraging any lessor, licensor, customer, supplier, or other business associate of the Company from maintaining the same business relationships with the Company after the Closing as it maintained with the Company prior to the Closing. The Seller will refer all customer inquiries relating to the business of the Company to the Purchaser from and after the Closing.

  • Transition Services The Purchasers will provide to the Sellers termination assistance as reasonably requested in order to provide an orderly transition following the termination of the Agreement (or any portion thereof), and the Sellers will provide to the Purchasers reasonable cooperation and assistance in connection therewith. In connection with this transition assistance, the Purchasers and Sellers will reasonably cooperate in the transition of the Services from the Purchasers to any Replacement Provider. With respect to the Serviced Appointments subject to termination, the Sellers shall provide the Purchasers with notice of the effective date (each, a “Transition Effective Date”) of the transition of the Services to a Replacement Provider. Notwithstanding any termination of the Agreement (or any portion thereof) in accordance with this Article II, with respect to the Serviced Appointments subject to termination, the rights and obligations of the parties under the Servicing Agreement shall remain in effect until the applicable Transition Effective Date.

  • Separation Any employee who has been employed for at least six (6) continuous months will be entitled to payment for vacation leave credits when they: A. Resign with adequate notice; B. Retire; C. Are laid-off; or D. Are terminated by the Employer. In addition, the estate of a deceased employee will be entitled to payment for vacation leave credits.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Transition Period Due to the nature of our purchasing process, the District often requires an existing service provider to continue to provide goods and/or services while the District is in the process of advertising, evaluating, and awarding a contract for the provision of the same goods and/or services in the future. To accommodate this process, the Contractor shall agree to maintain the same terms and conditions set forth in this Agreement for a period up to ninety (90) days after the automatic termination of this Agreement at the end of its term, if requested by the District, as a transition period. In addition, if the Contractor is not the successful bidder for a future solicitation for the same or similar services, he or she shall agree to provide the same goods and/or services provided in this Agreement for a period up to ninety (90) days to allow for an orderly transition to the new provider. The District and the Contractor may mutually agree to a longer transition period.

  • Secondment Where an Employee is being seconded from the Employer to a position involving the Health Sector of the Broader Public Sector, the terms and conditions of the secondment agreement will be established by agreement of the Employer and the Union.

  • Disability Separation A. An employee with permanent status may be separated from service when the Employer determines that the employee is unable to perform the essential functions of the employee’s position due to a mental, sensory, or physical disability, which cannot be reasonably accommodated. Determinations of disability may be made by the Employer based on an employee’s written request for disability separation or after obtaining a written statement from a licensed physician or licensed mental health professional. The Employer can require an employee to obtain a medical examination, at Employer expense, from a licensed physician or licensed mental health professional of the Employer’s choice. Evidence may be requested from the licensed physician or licensed mental health professional regarding the employee’s limitations. B. When the Employer has medical documentation of the employee’s disability and has determined that the employee cannot be reasonably accommodated in any available position for which they qualify, or the employee requests separation due to disability, the Employer may immediately separate the employee. C. The Employer will inform the employee in writing of the option to apply to return to employment prior to their separation due to disability. The Employer will provide assistance to individuals seeking reemployment under this Article for two (2) years. If reemployed, upon successful completion of the employee’s probationary period, the time between separation and reemployment will be treated as leave without pay and will not be considered a break in service. D. A disability separation is not a disciplinary action. Disability separation at the employee’s request is not subject to the grievance procedure in Article 30.

  • Notice of Separation When an employee’s resignation is presumed in accordance with Section 27.2 above, the Employer will separate the employee by sending a separation notice to the employee by certified mail to the last known address of the employee. Such notice will include information regarding eligibility for continuation of medical benefits.

  • Transitional Services Upon cancellation, termination, or expiration of the Contract for any reason, the Contractor shall provide reasonable cooperation, assistance and Services, and shall assist the Department to facilitate the orderly transition of the work under the Contract to the Department and/or to an alternative contractor selected for the transition upon written notice to the Contractor at least thirty (30) business days prior to termination or cancellation, and subject to the terms and conditions set forth in the Contract.

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