Voluntary Termination by the Officer Sample Clauses

Voluntary Termination by the Officer. In addition to the Officer’s other rights to terminate employment under the Agreement, the Officer may voluntarily terminate employment during the term of this Agreement upon at least sixty (60) days prior written notice to the Bank, in which case the Officer shall receive only compensation, vested rights and employee benefits up to the date of termination.
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Voluntary Termination by the Officer. Officer may terminate his employment under this Agreement for Good Reason. For purposes of this Agreement, "Good Reason" shall be deemed to exist under any of the following circumstances: (i) Officer has been assigned any duties inconsistent with his position, duties, responsibilities and status with the Bank or the Corporation immediately prior to a Change in Control, or has been assigned reporting responsibilities of a lesser scope than those in effect immediately prior to a Change in Control, or he has been removed from, or not re-elected to, any of such positions, except in connection with the termination of his employment for Cause; or (ii) the Bank or Corporation has reduced Officer's base salary as in effect immediately prior to a Change in Control or as the same may be increased thereafter from time to time, or has failed to give him annual salary increases consistent with performance review ratings as compared with other employees of the same or similar rank; or (iii) the Bank or Corporation has required Officer to be based anywhere other than the Bank's principal executive offices in Boca Raton, Florida, or such other location in Florida where Officer was based immediately prior to a Change in Control, except for required travel on the Bank's or the Corporation's business to an extent substantially consistent with his previous business travel obligations, or in the event he consents to any such relocation, the Bank has failed to pay (or reimburse him for) all reasonable moving expenses incurred; or (iv) the Bank or Corporation has failed to continue in effect any benefit, retirement or compensation plan, thrift and savings plan, stock bonus, stock option/stock appreciation rights plan, life insurance plan, health plan, dental plan or disability plan in which Officer is participating at the time of a Change in Control of the Corporation (or plans providing substantially similar benefits), or the Bank or the Corporation has taken any action which would adversely affect his participation in or materially reduce his benefits under any of such plans or deprive him of any material fringe benefit or perquisite enjoyed by him at the time of the Change in Control, or the Bank has failed to provide him with the number of paid vacation days or sick days to which he is entitled in accordance with the Bank's normal vacation or sick pay policies in effect prior to the Change in Control.
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Voluntary Termination by the Officer. The Officer may voluntarily terminate this Agreement during the Term by providing the Company with a minimum thirty (30) day’s advance written notice. Upon receipt of such written notice, the Company may in its sole discretion relieve the Officer of his duties, but shall continue to pay the Salary for the remaining portion of the notice period.
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Voluntary Termination by the Officer. The Officer shall have the right to terminate the Officer's employment under this Agreement at any time upon at least 30 but not more than 60 days' prior written notice to the Bank. If this Agreement is terminated pursuant to the immediately preceding sentence, all of the Bank's obligations under this Agreement shall terminate and the Officer shall not be entitled to any compensation or benefits after the Effective Date of Termination, except to the extent provided in Section 5(c) (to the extent vested) or provided in Section 11, and except to the extent that certain other benefits have vested.
Sample 1
Voluntary Termination by the Officer. (a) The Officer shall have the right to terminate the Officer's employment under this Agreement at any time following the Effective Time, whether for Material Change or any other reason, upon at least 60 but not more than 90 days' prior written notice to the Company (an "Officer's Termination Notice"). If this Agreement is terminated pursuant to the immediately preceding sentence, then except as otherwise provided in Sections 2(b), 7, 10(b) and 12 hereof, all of the Company's obligations under this Agreement shall terminate, except that the Officer shall remain entitled to any compensation or benefits earned prior to the Effective Date of Termination. (b) If the Officer shall terminate his employment pursuant to Section 10(a) at any time when a Material Change (determined without regard to whether a Change in Control has occurred) has occurred, then in addition to the benefits provided in Section 10(a), the Officer shall also be entitled to the benefits provided in Sections 7 and 9(a)(i) hereof; provided that, if such termination occurs after a Change in Control has occurred, then the Officer shall be entitled to the benefits of Section 12 in lieu of the provisions of Section 9(a)(i). For purposes of this Section 10, the term "Material Change" shall have the same meaning as set forth in Section 12(c)(ii) hereof, except that in determining whether a Material Change has occurred, (i) the fact that no Change in Control shall have occurred shall be disregarded, (ii) the failure to provide compensation or benefits required to be provided under this Agreement shall be treated as a material breach of this Agreement, and (iii) whether there has been a Material Change in the Officer's functions, duties or responsibilities, as provided in clause (C) of such Section, shall be made by reference to the functions, duties and responsibilities required to be provided under Section 4 hereof.
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Voluntary Termination by the Officer. In the event the Officer terminates his employment hereunder other than for death, Disability, Retirement or Good Reason, then the Officer shall have no right pursuant to this Agreement to compensation or other benefits for any period after the applicable Date of Termination.
Sample 1
Voluntary Termination by the Officer. Officer may terminate his employment under this Agreement for Good Reason. For purposes of this Agreement, "Good Reason" shall be deemed to exist under any of the following circumstances: (i) Officer has been assigned any duties inconsistent with his position, duties, responsibilities and status with the Bank or the Corporation in effect immediately prior to a Change in Control, or has been assigned reporting responsibilities, titles or offices of a lesser scope than those in effect immediately prior to a Change in Control, or he has been removed from, or not re-elected to, any of such positions, except in connection with the termination of his employment for Cause; (ii) the Bank has reduced officer's base salary as in effect immediately prior to a Change in Control or as the same may be increased thereafter from time to time, or has failed to give him annual salary increases consistent with performance review ratings as compared with other employees of the same or similar rank; (iii) the Bank or the Corporation has failed to continue in effect any benefit, retirement or compensation plan, thrift and savings plan, stock bonus, stock option/stock appreciation rights plan, life insurance plan, health plan, or disability plan in which Officer is participating at the time of a Change in Control of the corporation (or plans providing substantially similar benefits), or the Bank or the Corporation has taken any action which would adversely affect his participation in or materially reduce his benefits under any of such plans or deprive him of any material fringe benefit or perquisite enjoyed by him at the time of the Change in Control.
Sample 1
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Voluntary Termination by the Officer 
Sample 1

Related to Voluntary Termination by the Officer

  • Voluntary Termination by the Employee The Employee may voluntarily terminate the Employee's status as employee for other than Good Reason.

  • Voluntary Termination by the Executive The Executive may voluntarily terminate his employment with the Company at any time prior to the expiration of the term of this Agreement. Such termination shall constitute a voluntary termination and, in such event, the Executive shall be limited to the same rights and benefits as applicable to the termination for Cause, as described in Section 10(c) above.

  • Voluntary Termination by the Executive Without Good Reason If the Executive terminates employment without Good Reason, the Executive shall receive the Base Salary and expense reimbursement to which the Executive is entitled through the date on which termination becomes effective.

  • Termination by the Employee for Good Reason The Employee shall have the right to terminate for “Good Reason” upon thirty (30) days’ prior written notice. For purposes of this Agreement, “Good Reason” shall mean (i) the Company’s material breach of its obligations under this Agreement, including, without limitation, its obligation to pay salary to the Employee, (ii) a material and adverse diminution in the Employee’s job duties, responsibilities or authority, (iii) a change in the location where the Employee is required to perform his duties and responsibilities which exceeds fifty (50) miles from the location specified in Section 5 hereof, or (iv) a material reduction in the Employee’s base salary, it being intended that an individual or aggregate reduction of more than 10% from the Employee’s prior base salary level shall be considered material for purposes of this Agreement. Employee may not resign Employee’s employment for Good Reason unless (A) Employee gives the Company written notice of his objection to any event set forth above within 30 days following such event, (B) such event is not corrected, in all material respects, by the Company within 30 days following its receipt of such notice, and (C) Employee resigns his employment with the Company not more than 30 days following the expiration of the 30-day correction period described in the foregoing subclause (B). In the event of a termination pursuant to this Section, in addition to any other payments or benefits to which the Employee may be entitled under the Company’s benefit plans then in effect, the Company shall pay to the Employee, (i) his base salary through the date of termination, and (ii) provided that the Employee executes within 21 days after termination of employment and does not revoke a general release of claims against the Company and its affiliates, equityholders officers, directors, agents and employees as to employment, benefits and compensation related claims, in a form acceptable to the Company, an amount equal to one times (1.0x) the sum of Employee’s (a) base salary as of the date of termination and (b) Bonus Amount, payable in a single lump sum within 30 days after the date of termination. In the event a severance payment is made under this Section 7.E., the Company will pay to Employee a monthly payment on the first payroll date of each month equal to the COBRA cost of continued health and dental coverage under health and dental plans of the Company pursuant to Section 4980B of the Internal Revenue Code, less the amount that Employee would be required to contribute for health and dental coverage if Employee were an active employee, for a period of twelve (12) months from the termination date; provided, however, that this obligation shall cease at the end of the Benefits Period. These payments will commence on the Company’s first payroll date after the termination date and will continue until the end of the Benefit Period. For the avoidance of doubt, in the event of a termination under this Section 7.E., the Employee shall not be entitled to any other payments under this Agreement except for the Accrued Obligations or as set forth in the immediately preceding sentence.

  • Voluntary Termination by Employee Subject to Section 12 hereof, the Employee may voluntarily terminate employment with the Bank during the term of this Agreement, upon at least 90 days' prior written notice to the Board of Directors, in which case the Employee shall receive only his compensation, vested rights and employee benefits up to the date of his termination (unless such termination occurs pursuant to Section 10(d) hereof or within the Protected Period, in Section 12(a) hereof, in which event the benefits and compensation provided for in Sections 10(d) or 12, as applicable, shall apply).

  • Termination by the Employee The Employee may terminate this Agreement at any time, for any reason or for no reason at all, by giving notice thereof to the Corporation at least thirty (30) days before the effective date of such termination. The Employment Period shall terminate as of the date of such termination of employment.

  • Termination by the Executive for Good Reason The Executive shall have the right to terminate this Agreement for Good Reason. For purposes of this Agreement, “Good Reason” shall mean the occurrence, without the Executive’s express written consent, of any one or more of the following events:

  • Termination by the Employer for Cause If the Employer terminates this Agreement for cause, the Executive will be entitled to receive his Salary only through the date such termination is effective, but will not be entitled to any Incentive Compensation for the Fiscal Year during which such termination occurs or any subsequent Fiscal Year.

  • Termination by the Company Without Cause or by the Executive with Good Reason During the Term, if the Executive’s employment is terminated by the Company without Cause as provided in Section 3(d), or the Executive terminates the Executive’s employment for Good Reason as provided in Section 3(e), then the Company shall pay the Executive the Accrued Benefit. In addition, subject to the Executive signing a separation agreement in substantially the form attached hereto as Exhibit A (the “Separation Agreement and Release”) and the Separation Agreement and Release becoming fully effective, all within the time frame set forth in the Separation Agreement and Release but in no event more than 60 days after the Date of Termination: (i) the Company shall pay the Executive an amount equal to nine months of the Executive’s Base Salary (the “Severance Amount”). Notwithstanding the foregoing, if the Executive breaches any of the provisions contained in the Restrictive Covenants Agreement, all payments of the Severance Amount shall immediately cease; and (ii) if the Executive properly elects to receive benefits under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), nine months of COBRA premiums for the Executive and the Executive’s eligible dependents at the Company’s normal rate of contribution for employees for the Executive’s coverage at the level in effect immediately prior to the Date of Termination; provided, however, if the Company determines that it cannot pay such amounts without potentially violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), provided that the Executive is enrolled in the Company’s health care programs immediately prior to the Date of Termination, the Company will in lieu thereof provide to the Executive a taxable monthly payment in an amount equal to the portion of the COBRA premiums for the Executive and the Executive’s eligible dependents to continue the Executive’s group health coverage in effect on the Date of Termination at the Company’s normal rate of contribution for employee coverage at the level in effect immediately prior to the Date of Termination for a period of nine months. For the avoidance of doubt, the taxable payments described above may be used for any purpose, including, but not limited to, continuation coverage under COBRA; and (iii) the amounts payable under Section 4(b)(i) and (ii), to the extent taxable, shall be paid out in substantially equal installments in accordance with the Company’s payroll practice over nine months commencing on the first payroll date following the effective date of the Separation Agreement and Release and, in any case, within 60 days after the Date of Termination; provided, however, that if the 60-day period begins in one calendar year and ends in a second calendar year, the Severance Amount to the extent it qualifies as “non-qualified deferred compensation” within the meaning of Section 409A of the Code, shall begin to be paid no earlier than the first Company payroll date in the second calendar year and, in any case, by the last day of such 60-day period; provided, further, that the initial payment shall include a catch-up payment to cover amounts retroactive to the day immediately following the Date of Termination. Each payment pursuant to this Agreement is intended to constitute a separate payment for purposes of Treasury Regulation Section 1.409A-2(b)(2).

  • Voluntary Termination Executive may voluntarily terminate Executive’s employment for any reason upon 30 days’ prior written notice. In such event, after the effective date of such termination, except as provided in Section 2.2 with respect to a resignation for Good Reason, no further payments shall be due under this Agreement, except that Executive shall be entitled to any benefits accrued in accordance with the terms of any applicable benefit plans and programs of the Company.

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