Termination of Executive's Employment definition

Termination of Executive's Employment means that Merix has terminated Executive’s employment with Merix (including any subsidiary of Merix). For purposes of Section 3, if Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive’s areas of professional expertise and with no decrease in annual base compensation, whether at Merix or any subsidiary of Merix, such circumstances shall not constitute a Termination of Executive’s Employment. For purposes of Xxxxxxx 0, Xxxxxxxxxxx of Executive’s Employment shall include termination by Executive, within 24 months of a Change of Control, by written notice to Merix referring to the applicable paragraph of Section 9.1, for “Good Reason” based on:

Termination of Executive's Employment means (i) Executive has severed her employment relationship with Ceridian and all Affiliates provided such termination constitutes a “separation from service” under Section 409A of the Code, or (ii) Executive experiences a change in employment status with Ceridian and its Affiliates that constitutes a “separation from service” under Section 409A of the Code.

Termination of Executive's Employment means that the Company has terminated Executive's employment with the Company (including any subsidiary of the Company). Termination of Executive's Employment shall also include termination by Executive by written notice to the Company also for "Good Reason" based on:

Examples of Termination of Executive's Employment in a sentence

• Severance pay that is payable under this Agreement shall be paid to Executive within 5 days following the Effective Date of the Release of Claims, and no later than two and one-half months following the last day of the calendar year of the Termination of Executive's Employment.

• The Company shall also pay Executive his cash-based incentive compensation plan payout earned but not yet received under each cash-based incentive compensation plan maintained by the Company, if any, for any performance period completed prior to the Termination of Executive's Employment.

• In addition, the Company shall pay Executive his cash-based incentive compensation plan payout for any then current performance period under each such cash-based incentive compensation plan, provided that such payout shall not exceed the payout at target performance, pro-rated through the date of the Termination of Executive's Employment.

• Notwithstanding any provision in the Mutual Agreement to Arbitrate Claims, Merix shall pay all arbitration fees and reasonable attorney's fees and expenses (including at trial and on appeal) of Executive in enforcing its rights under this Agreement in the event of a Termination of Executive's Employment within 24 months following a Change of Control.

• For purposes of Section 3, if Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive's areas of professional expertise and with no decrease in annual base compensation, whether at Merix or any subsidiary of Merix, such circumstances shall not constitute a Termination of Executive's Employment.

More Definitions of Termination of Executive's Employment

Termination of Executive's Employment means that RadiSys has terminated Executive's employment with RadiSys (including any subsidiary of RadiSys). If Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive's areas of professional expertise, whether at RadiSys or any subsidiary of RadiSys, such circumstances shall not constitute a Termination of Executive's Employment.

Termination of Executive's Employment means that FEI has terminated Executive's employment with FEI (including any subsidiary of FEI), provided that such termination is a “separation from service” within the meaning of Section 409A, as determined by FEI. Termination of Executive's Employment shall include termination by Executive by written notice to FEI referring to the applicable paragraph of Section 7.1, for “Good Reason” based on:

Termination of Executive's Employment means a separation of service for purposes of Section 409A of the Code. A transfer to an affiliate shall not be a termination of Executive’s employment.

Termination of Executive's Employment means that Company has terminated Executive's employment with Company (including any subsidiary of Company). For purposes of Section 3, if Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive's areas of professional expertise and with no decrease in annual base compensation, whether at Company or any subsidiary of Company, such circumstances shall not constitute a Termination of Executive's Employment. For purposes of Section 3, Termination of Executive's Employment shall include texxxxxxxxx xx Xxxxxxxxx, within 12 months of a Change of Control, by written notice to Company referring to the applicable paragraph of Section 6.1, for "Good Reason" based on:

Termination of Executive's Employment means that MDI has terminated Executive's employment with MDI (including any subsidiary of MDI) from those currently held or assigned. Termination of Executive's Employment also shall include termination by resignation of Executive for any reason, within 12 EXHIBIT 10.4 months of a Change of Control as defined in Section 5.4(c) below or for "Good Reason" which for purposes of this Agreement shall mean:

Termination of Executive's Employment means that MDI has terminated Executive's employment with MDI (including any subsidiary of MDI). If Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive's areas of professional expertise and with no decrease in annual base compensation, whether at MDI or any subsidiary of MDI, such circumstances shall not constitute a Termination of Executive's Employment. Termination of Executive's Employment shall include termination by resignation of Executive, within 12 months of a Change of Control, by written notice to MDI referring to the applicable paragraph of Section 5.4(a), for "Good Reason" based on:

Termination of Executive's Employment means that Merix has terminated Executive's employment with Merix (including any subsidiary of Merix). For purposes of Section 3, if Executive is assigned additional or different titles, tasks or responsibilities from those currently held or assigned, consistent with Executive's areas of professional expertise and with no decrease in annual base compensation, whether at Merix or any subsidiary of Merix, such circumstances shall not constitute a Termination of Executive's Employment. For purposes of Xxxxxxx 0, Xxxxxxxxxxx of Executive's Employment shall include termination by Executive, within 24 months of a Change of Control, by written notice to Merix referring to the applicable paragraph of Section 9.1, for "Good Reason" based on: (a) the assignment to Executive of a different title, job or responsibilities that results in a decrease in the level of responsibility of Executive with respect to the surviving company after the Change of Control when compared to Executive's level of responsibility for Merix' operations prior to the Change of Control; provided that Good Reason shall not exist if Executive continues to have the same or a greater general level of responsibility for the former Merix operations after the Change of Control as Executive had prior to the Change of Control even if the former Merix operations are a subsidiary or division of the surviving company; (b) a reduction by Merix or the surviving company in Executive's annual base pay as in effect immediately prior to the Change of Control; (c) a significant reduction by Merix or the surviving company in total benefits available to Executive under cash incentive, stock incentive and other employee benefit plans after the Change of Control compared to the total package of such benefits as in effect prior to the Change of Control; (d) a requirement by Merix or the surviving company that Executive be based more than 50 miles from where Executive's office is located immediately prior to the Change of Control, except for required travel on company business to an extent substantially consistent with the business travel obligations that Executive undertook on behalf of Merix prior to the Change of Control; or (e) the failure by Merix to obtain from any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of Merix ("Successor") the assent to this Agreement contemplated by Section 10 hereof.