Common use of Your Disability Clause in Contracts

Your Disability. Notwithstanding the foregoing, you shall not be deemed to have been Terminated by us for Cause under clauses (b)—(d) or (f) until the later to occur of (i) the 30th day after Notice of Termination is given and (ii) the delivery to you of a certified copy of a resolution duly adopted by the affirmative vote of not less than a majority of the total number of our directors at a meeting duly called and held (after reasonable notice to you), and at which you, together with your counsel, were given an opportunity to be heard, finding that one or more of the events described in clauses (b)—(d) or (f) above occurred, and specifying the particulars thereof in detail; provided, however, we may suspend you and withhold payment of your base salary, other compensation and benefits from the date that Notice of Termination is given until the earliest to occur of (i) Termination by us for Cause effected in accordance with the foregoing procedures (in which case you shall not be entitled to your base salary, other compensation or benefits for such period), (ii) a determination by a majority of our directors that none of the events described in clauses (b)—(d) or (f) above occurred (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period), or (iii) the 90th day after Notice of Termination is given (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period).

Your Disability. Notwithstanding the foregoing, you shall not be deemed to have been Terminated by us for Cause under clauses (b)—(db) – (d) or (f) until the later to occur of (i) the 30th day after Notice of Termination is given and (ii) the delivery to you of a certified copy of a resolution duly adopted by the affirmative vote of not less than a majority of the total number of our directors at a meeting duly called and held (after reasonable notice to you), and at which you, together with your counsel, were given an opportunity to be heard, finding that one or more of the events described in clauses (b)—(db) – (d) or (f) above occurred, and specifying the particulars thereof in detail; provided, however, we may suspend you and withhold payment of your base salary, other compensation and benefits from the date that Notice of Termination is given until the earliest to occur of (i) Termination by us for Cause effected in accordance with the foregoing procedures (in which case you shall not be entitled to your base salary, other compensation or benefits for such period), (ii) a determination by a majority of our directors that none of the events described in clauses (b)—(db) – (d) or (f) above occurred (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period), or (iii) the 90th day after Notice of Termination is given (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period).

Your Disability. Notwithstanding the foregoing, you shall not be deemed to have been Terminated by us for Cause under clauses (b)—(db) — (d) or (f) until the later to occur of (i) the 30th day after Notice of Termination is given and (ii) the delivery to you of a certified copy of a resolution duly adopted by the affirmative vote of not less than a majority of the total number of our directors at a meeting duly called and held (after reasonable notice to you), and at which you, together with your counsel, were given an opportunity to be heard, finding that one or more of the events described in clauses (b)—(db) — (d) or (f) above occurred, and specifying the particulars thereof in detail; provided, however, we may suspend you and withhold payment of your base salary, other compensation and benefits from the date that Notice of Termination is given until the earliest to occur of (i) Termination by us for Cause effected in accordance with the foregoing procedures (in which case you shall not be entitled to your base salary, other compensation or benefits for such period), (ii) a determination by a majority of our directors that none of the events described in clauses (b)—(db) — (d) or (f) above occurred (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period), or (iii) the 90th day after Notice of Termination is given (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period).

Your Disability. Notwithstanding the foregoing, you shall not be deemed to have been Terminated by us for Cause under clauses (b)—(db)--(d) or (f) until the later to occur of (i) the 30th day after Notice of Termination is given and (ii) the delivery to you of a certified copy of a resolution duly adopted by the affirmative vote of not less than a majority of the total number of our directors at a meeting duly called and held (after reasonable notice to you), and at which you, together with your counsel, were given an opportunity to be heard, finding that one or more of the events described in clauses (b)—(db)--(d) or (f) above occurred, and specifying the particulars thereof in detail; provided, however, we may suspend you and withhold payment of your base salary, other compensation and benefits from the date that Notice of Termination is given until the earliest to occur of (i) Termination by us for Cause effected in accordance with the foregoing procedures (in which case you shall not be entitled to your base salary, other compensation or benefits for such period), (ii) a determination by a majority of our directors that none of the events described in clauses (b)—(db)--(d) or (f) above occurred (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period), or (iii) the 90th day after Notice of Termination is given (in which case you shall be reinstated and paid any of your previously unpaid base salary, other compensation and benefits for such period).