Valuation Date for Shares Upon Termination of Employment Sample Clauses

Valuation Date for Shares Upon Termination of Employment. It is acknowledged that Employee shall have a major role in preparing and implementing the business plan of Employer and in developing certain of Employer's intellectual property the value of which may not be realized in the event of Employee's early termination of employment. Accordingly, in the event of the Employer's termination of the Employee's employment without Cause or the Employee's termination of his Employment with Good Cause, as defined above, or upon the death or Total Disability of the Employee, as defined in the Stockholders Agreement, by and among the Employer and its Stockholders, the date for appraisal of the Sales Price of Employee's Stock (i. e., its fair market value) set forth in section 10 of the said Shareholders Agreement, shall, at the option of the Employee or his personal representative exercisable within one hundred twenty (120) days after such termination of employment, death or Total Disability, as the case may be, be determined as of (i) the end of the fiscal quarter immediately preceding the exercise of such option, or (ii) the end of the last completed quarterannual period occurring within the two (2) years after such termination of employment or death or Total Disability, and the Closing Date with respect to a purchase of the Employee's Stock shall be within thirty (30) days following completion of such appraisal; provided, however, that in the case of death or Total Disability, the Closing shall be within 180 days following completion of the appraisal. If the Employee or his personal representative fails to exercise the above option within the said 120-day period, he shall be deemed to have elected to have the fair market value determined as of the end of the fiscal quarter immediately preceding the said 120-day period.
Sample 1
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Related to Valuation Date for Shares Upon Termination of Employment

  • Rights Upon Termination of Employment The terms which regulate the treatment of the International Participant's Restricted Stock Units upon termination of employment are set out in the Plan and in the Award Documents. In summary, upon the International Participant's termination of employment for any reason other than death, Disability or Retirement, any unvested Restricted Stock Units shall be forfeited and cancelled on the date of such termination of employment.

  • Benefits Upon Termination of Employment If the Executive is entitled to benefits pursuant to this Section 2, the Company agrees to pay or provide to the Executive as severance payment, the following:

  • Payments Upon Termination of Employment (a) If Executive’s employment with the Company is terminated by reason of:

  • Exercise After Termination of Employment (A) Except as otherwise provided in this Agreement, the OPTION shall be exercisable only while the OPTIONEE is in the employment of the COMPANY and then only if the OPTION has become exercisable by its terms, and if not exercisable by its terms at the time the OPTIONEE ceases to be in the employment of the COMPANY, shall immediately expire on the date of termination of employment.

  • Compensation and Benefits Upon Termination of Employment (a) If the Company shall terminate the Executive's employment after a Change in Control other than pursuant to Section 3(b), 3(c) or 3(d) and Section 3(f), or if the Executive shall terminate his employment for Good Reason, then the Company shall pay to the Executive, as severance compensation and in consideration of the Executive's adherence to the terms of Section 5 hereof, the following:

  • Compensation Upon Termination of Employment If the Executive’s employment hereunder is terminated, in accordance with the provisions of Article III hereof, and except for any other rights or benefits specifically provided for herein to be effective following the Executive’s period of employment, the Company will provide compensation and benefits to the Executive only as follows:

  • Delivery of Materials upon Termination of Employment As requested by the Company from time to time and upon the termination of Executive's employment with the Company for any reason, Executive shall promptly deliver to the Company all copies and embodiments, in whatever form, of all Confidential Information and Intellectual Property in Executive's possession or within his control (including, but not limited to, written records, notes, photographs, manuals, notebooks, documentation, program listings, flow charts, magnetic media, disks, diskettes, tapes and all other materials containing any Confidential Information or Intellectual Property) irrespective of the location or form of such material and, if requested by the Company, shall provide the Company with written confirmation that all such materials have been delivered to the Company.

  • Company Obligations Upon Termination of Employment During the Term of this Agreement, the Company shall have the following obligations upon the termination of the Executive’s employment with the Company as described in this Section 5:

  • Exercise Period Upon Death or Disability If the Participant dies or becomes disabled (within the meaning of Section 22(e)(3) of the Code) prior to the Final Exercise Date while he or she is an Eligible Participant and the Company has not terminated such relationship for “cause” as specified in paragraph (e) below, this option shall be exercisable, within the period of one year following the date of death or disability of the Participant, by the Participant (or in the case of death by an authorized transferee), provided that this option shall be exercisable only to the extent that this option was exercisable by the Participant on the date of his or her death or disability, and further provided that this option shall not be exercisable after the Final Exercise Date.

  • Compensation During Disability or Upon Termination (i) If, during the Protected Period, Employee fails to perform Employee's normal duties as a result of incapacity due to physical or mental illness, Employee shall continue during the period of such disability to receive Employee's full Base Salary and any awards, deferred and nondeferred, payable during such period under the Bonus Plan, less any amounts paid to Employee during such period of disability pursuant to the Company's short term disability or sick-leave program(s) until Employee's employment is terminated or such Disability ends. This Section 4(i) shall not reduce or impair Employee's rights to terminate employment for a Good Reason as otherwise provided herein.

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