Termination of Executives Employment. Termination of Executive's Employment means that (i) the Company has terminated Executive's employment with the Company (including any subsidiary of the Company) other than for Cause (as defined in Section 6.2), death or Disability (as defined in Section 6.4), or (ii) Executive, by written notice to the Company, has terminated his employment with the Company (including any subsidiary of the Company) for Good Reason (as defined below). For purposes of this Agreement, "Good Reason" means:
Termination of Executives Employment. PRIOR TO OR FOLLOWING A CHANGE-IN-CONTROL
Termination of Executives Employment. 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 Section 4, Termination of Exxxxxxxx'x Xxxxxxxxxx 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 8.1, for "Good Reason" based on:
Termination of Executives 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 Executives Employment. The employment of Executive pursuant to this Agreement shall terminate upon the occurrence of any of the following:
Termination of Executives Employment. Executive's employment with the Company terminated on the Separation Date.
Termination of Executives Employment. The Employment Period and Executive’s employment hereunder may be terminated as follows:
Termination of Executives Employment. Executive’s employment with the Company is terminated as of the Separation Date. Executive agrees that this Agreement supersedes any and all prior agreements with the Company and its subsidiaries and affiliates (including, without limitation, the Employment Agreement), which terminate upon the Separation Date. Effective as of the Separation Date. Executive shall and hereby does resign from all corporate, board and other offices and positions he then holds with the Company and all of its affiliates. As of the Separation Date, Executive shall incur a separation from service from the Company and its affiliates within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”). The Parties agree that, as of the Separation Date, Executive, the Company and its subsidiaries and affiliates shall have no further liabilities, obligations, or duties under such prior agreements, including the Employment Agreement, except as provided in this Agreement. Notwithstanding any other provision of this Agreement, until the Separation Date, Executive’s employment with the Company shall continue to be governed by the terms, conditions and provisions of the Employment Agreement, which shall continue in full force and effect until the Separation Date, including without limitation, the provisions relating to Executive’s terms and conditions of employment, salary, benefits, insurance (e.g., directors and officers insurance), authority and responsibilities.
Termination of Executives 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 Executives Employment. (a) Notwithstanding any provisions contained herein to the contrary, the Executive's employment may be termi nated by the Company upon the Executive's death or dis ability (as defined below) or for Cause (as defined below), and the Executive may terminate his employment for Good Reason (as defined below); (b) For purposes of this Agreement, "disability" shall mean the Executive is mentally or physically dis abled from properly and fully performing his duties and responsibilities hereunder for a period of 120 consecu tive days or for 180 days, even though not consecutive, within any 360day period, all as evidenced by the written certification of a qualified medical doctor agreed to by the Company and the Executive or, in the absence of such agreement, by a doctor selected by the agreement of a qualified medical doctor selected by each of the Company and the Executive; (c) For purposes of this Agreement, "Cause" shall mean: (i) the conviction of the Executive of a felony by a federal or state court of competent jurisdiction; (ii) the continued failure by the Executive to substantially perform the Executive's duties with the Company (other than any such failure resulting from the Executive's incapacity due to physical or mental illness or any such actual or anticipated failure after the issuance of a notice of termination for Good Reason by the Executive) after a written demand for substantial performance is delivered to the Executive by the Board, which demand specifically identifies the manner in which the Board believes that the Executive has not substantially per formed his duties, (iii) the engaging by the Executive in conduct which is demonstrably and materially injurious to the Company or its subsidiaries, monetarily or otherwise, or (iv) the engaging by the Executive in an actual act of dishonesty intended to result in gain to the Executive at the expense of the Company. In no event shall Cause be deemed to include any action or inaction on the part of the Executive undertaken in good faith, consistent with his fiduciary duties to the Company, which are within the "business judgement rule" as such rule or embodiment thereof has been interpreted in accordance with the laws of the applicable jurisdiction. A notice of termination for Cause shall in clude a copy of a resolution duly adopted by the affirma tive vote of a majority of the entire membership of the Board (not including the Executive) at a meeting of the Board which was called and held for the ...
