Compensation Upon Termination Clause Samples
The "Compensation Upon Termination" clause defines the financial obligations and entitlements of the parties if the agreement is ended before its natural expiration. Typically, this clause outlines what payments, such as accrued salary, severance, or outstanding reimbursements, are due to an employee or contractor upon termination, and may specify conditions under which certain compensation is forfeited or enhanced. Its core function is to ensure both parties understand their rights and responsibilities regarding payment at the end of the relationship, thereby reducing disputes and providing financial clarity in the event of termination.
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Compensation Upon Termination. (i) If Executive's employment is terminated by the Company pursuant to subsection 5(f), or if Executive shall terminate his employment pursuant to subsection 5(d)(i), 5(d)(ii) or 5(d)(iii), then the Company shall pay to Executive, within 30 days of such termination (or, if there is a dispute regarding such termination, within 30 days of the date such dispute is resolved) the following amounts, and in lieu of any further salary and bonus or other incentive compensation payments to Executive for periods subsequent to the date of termination, an amount (the "Severance Payment") equal to the aggregate salary payments (based on the Base Salary in effect on the termination date) that would have been paid to Executive from the date of termination to the end of the Term then in effect, plus the bonus that would have been payable to Executive for the bonus year in which such termination occurs (which shall not be discounted to take into account present value), and the Executive shall be entitled to continue to participate in all Company Benefit Plans on the same basis as the Company's executive employees through the end of the fiscal year in which such termination occurs; provided, that if (A) (i) the period from the date of Executive's termination for reasons described in this Section 6(a)(i) to the end of the Term then in effect (the "Severance Period") is less than two years or (ii) the Company gives notice under Section 2 that the term will not be beyond the last year of the term then in effect (the last day of such term is referred to as the "Nonrenewal Date") and (B) Executive is not engaged in regular employment (whether as an employee or as a self-employed person) at the end of the Severance Period or at the Nonrenewal Date, then at the end of the Severance Period, or on the Nonrenewal Date as the case may be the Company shall begin making additional monthly severance payments ("Supplemental Severance Payments") to Executive (based on Executive's Base Salary at the time of termination, payable in arrears, pro rated for the months in which such payments begin and end and otherwise calculated and paid in accordance with the Company's payroll practices for its executive employees) until the earlier of (1) if clause (A)(i) of this proviso applies, the second anniversary of the date of such Executive's termination, or if clause (A)(ii) of this proviso applies, the first anniversary of the Nonrenewal Date and (2) the date that the Executive finds regular employme...
Compensation Upon Termination. In the event this Agreement is terminated, CONTRACTOR shall be entitled to compensation for uncompensated services rendered hereunder through and including the effective date of such termination. However, this provision shall not limit or reduce any damages owed to COUNTY due to a breach of this Agreement by CONTRACTOR.
Compensation Upon Termination. (a) If the Executive's employment is terminated as a result of the Executive's death or Disability, he, or his estate, will be entitled to:
(i) any Base Salary earned but not yet paid;
(ii) any bonus awarded pursuant to Section 5 of this Agreement but not yet paid, payable as soon as administratively feasible following termination of employment;
(iii) a prorated bonus for the year in which his employment terminates, prorated based on the number of days worked, minus any bonus payments made pursuant to Section 5 of this Agreement in respect of the year containing the date of termination, payable as soon as administratively feasible following the end of the then current fiscal year of the Company;
(iv) reimbursement in accordance with this Agreement of any business expense incurred by the Executive but not yet paid, payable as soon as administratively feasible following termination of employment; and
(v) other benefits accrued and earned by the Executive through the date of his death or Disability in accordance with applicable plans and programs of the Company.
(b) If the Executive's employment is terminated by the Company for Cause, or by the Executive other than for Good Reason, or as a result of notice of nonrenewal provided by the Company or the Executive under Section 2, he will be entitled to:
(i) any Base Salary earned but not yet paid;
(ii) reimbursement in accordance with this Agreement of any business expense incurred by the Executive but not yet paid, payable as soon as administratively feasible following termination of employment;
(iii) other benefits accrued and earned by the Executive through the date of his termination in accordance with applicable plans and programs of the Company;
(iv) if the Executive's employment is terminated as a result of notice of nonrenewal provided by the Executive under Section 2, he will be entitled to a prorated bonus for the year in which his employment terminates, prorated based on the number of days worked, minus any bonus payments made pursuant to Section 5 of this Agreement in respect of the year containing the date of termination, payable as soon as administratively feasible following the end of the then current fiscal year of the Company; and
(v) if the Executive's employment is terminated as a result of notice of nonrenewal provided by the Company under Section 2, he will be entitled to full vesting of any unvested equity incentives, including without limitation stock options, restricted stock and deferred...
Compensation Upon Termination. Upon termination of Executive’s employment during the Employment Term, Executive shall be entitled to the following benefits:
Compensation Upon Termination. (a) If the Employer shall terminate Employee’s employment hereunder during the Term hereof for any reason other than for Cause or other than on account of Employee’s death or if Employee shall terminate Employee’s Employment hereunder during the Term hereof for Good Reason, then the Employer shall continue to (i) pay Employee the remainder of the Base Salary he otherwise would have been entitled to receive for the Initial Term, if such termination occurs during the Initial Term, or for the remainder of the anniversary year of the Renewal Term in which such termination occurs, if such termination occurs during a Renewal Term, at the times the same otherwise would have been payable in accordance with Employer’s normal payroll practices; (ii) provide Employee with all employee benefits to which he is entitled through the date of termination under Sections 4(c) and 4(d) hereof; and (iii) reimburse Employee in accordance with the provisions of this Agreement for any business expenses reasonably incurred by Employee through the date of termination that have not yet been paid.
(b) If the employment of the Employee with Employer is terminated during the Term hereof by Employee for any reason other than for Good Reason, or is terminated during the Term hereof by the Employer for Cause or on account of the Employee’s death, then Employee shall be entitled only to receive: (i) all accrued and unpaid Base Salary owed to Employee as of the date of termination and all accrued and unused vacation earned by Employee as of the date of termination, payable in each case promptly after such termination; (ii) all employee benefits to which he is entitled through the date of termination under Sections 4(c) and 4(d) hereof; and (iii) reimbursement in accordance with the provisions of this Agreement of any business expenses reasonably incurred by Employee through the date of termination that have not yet been paid. In the event that Employee’s employment is terminated by Employer for Cause pursuant to Section 5(a), any amount due to Employee under this Section 6(b) shall be offset to the extent of any losses resulting, directly or indirectly, to Employer from Employee’s conduct resulting in the for Cause termination.
(c) Employer reserves the right to terminate all continuing payments described in this Section 6 if Employee violates in any material respect any of the covenants set forth in Section 7 and such violation is not cured within ten (10) days after written notice to Empl...
Compensation Upon Termination. 2.1 If your employment shall be terminated pursuant to a Qualifying Termination, you shall receive the following payments and benefits for the one-year period following the Date of Termination, if your grade level is 19 or 20 (or the equivalent) as of your Date of Termination, and for the two-year period following the Date of Termination, if your grade level is 21 or above (or the equivalent) as of your Date of Termination (in each case, such period, as applicable, shall be referred to as the "Severance Period"):
(a) your highest annual base salary in effect at any time during the 12-month period immediately prior to the Date of Termination, plus
(b) the higher of the following:
(i) the highest amount paid to you under the Annual Incentive Plan, during the three (3) plan years most recently ended prior to the Date of Termination; or
(ii) your annual target bonus award, if any, under the Annual Incentive Plan for the fiscal year in which the Date of Termination occurs. The aggregate amount of severance payable under this Section 2.1 shall be paid in equal installments on a bi-weekly basis, commencing upon the Date of Termination.
2.2 If your employment shall be terminated pursuant to a Qualifying Termination, the Company shall maintain in full force and effect, for your continued benefit for the Severance Period, all medical, dental and group life insurance plans in which you participated immediately prior to the Date of Termination, provided that your continued participation is permissible under the general terms and conditions of such welfare plans, and that you continue to make all required employee contributions under each such plan; provided, that any amendment or termination of such plans during the Severance Period with respect to the active employees may, in the Company's discretion, modify your continued benefit under such plans. In the event that your participation in any such welfare plan is barred or in the event that your participation in any such plan would have adverse consequences for you, the Company shall provide you with benefits substantially similar to those which you would have been entitled to receive under such welfare plans had your participation not been barred or had you not potentially suffered such adverse consequences. The continued coverage under this Section 2.2 shall apply to each of your eligible dependents who are participating in such welfare plans as of the Date of Termination, unless such dependents cease to remain elig...
Compensation Upon Termination. Upon lawful termination of this Contract for any reason, the compensation to be paid hereunder shall be an amount which bears the same ratio to the annual salary specified as the number of months or fraction thereof to the date of such termination bears to the twelve months in the annual salary period in which termination occurs. Any portion of the salary paid, but not earned, prior to the date of termination of this Contract, shall be refunded by the Superintendent.
Compensation Upon Termination. In the event that Executive’s employment hereunder is terminated, the Company shall pay to Executive the following compensation:
Compensation Upon Termination of Executive's Employment bv Reason of Executive's Death or Total Disability. In the event that Executive's employment with the Company is terminated by reason of Executive's death or Total Disability (as defined below), subject to the requirements of applicable law:
(a) Executive or Executive's estate, as the case may be, shall be entitled to receive (i) the Accrued Benefits, (ii) any other benefits payable under the then current disability and/or death benefit plans, as applicable, in which Executive is a participant and (iii) continued health insurance coverage for Executive and/or Executive's immediate family, as applicable (or reimbursement to the Executive for the cost of purchasing health insurance coverage substantially comparable to the coverage provided by the Company, excepting payments for such periods that the Company provides such coverage) for a period of one (1) year following the date of death or Total Disability as the case may be. Executive or Executive's estate shall also be entitled to receive, at the same time as is paid to other eligible participants in the bonus plan, following determination by the Compensation Committee (or the Board) of the Company's performance under the applicable annual performance goals for the fiscal year, a pro rata annual bonus determined by multiplying the performance level achieved (relative to Executive's Annual Target Bonus amount) by the fraction (x) the numerator of which is the number of days between the beginning of the then current fiscal year of the Company and the date of termination of employment and (y) the denominator of which is 365. Executive or Executive's estate shall also be entitled to any unpaid annual bonus earned for any completed fiscal year preceding the date of termination.
(b) All stock option awards held by Executive shall vest and become immediately exercisable and the restrictions with respect to any awards of Restricted Stock shall lapse, in each case to the extent such options would otherwise have become vested and exercisable (or such restrictions would have lapsed) had Executive remained in the employ of the Company for a period of one (1) year following the date of death or Total Disability as the case may be. Such pot1ion of Executive's stock options (together with any portion of Executive's stock options that have vested and become exercisable prior to the date of termination) shall remain exercisable for a period of ninety (90) days following the date of termination of ...
Compensation Upon Termination. (a) The following payments shall be made upon the Executive’s termination of employment for any reason: (i) earned but unpaid Base Salary through the Executive’s Date of Termination; (ii) any accrued but unpaid vacation; (iii) unreimbursed business expenses owed pursuant to Section 4(d)(iii); (iv) any outstanding notes payable to the Executive along with the interest due; and (v) any amounts payable under any of the Company’s Bonus Plan and Benefit Plans in accordance with the terms of those plans. All amounts under clauses (i) through (v) shall be paid in a lump sum on the Executive’s Date of Termination or as soon as administratively practicable thereafter.
(b) In the event that the Executive’s employment is terminated pursuant to Sections 5(a)(i) or 5(a)(ii), or by the Executive for any reason pursuant to Section 5(a)(iv), above, the Company shall have no further obligation to the Executive under this Agreement, other than the payments in Section 6(a).
(c) If the Executive’s employment is terminated by the parties pursuant to Section 5(a)(iii) above, the Executive shall be entitled to receive the compensation the parties specify in any written agreement that the Company and the Executive execute regarding the Executive’s termination.
(d) In addition to the payments made under Section 6(a), if the Executive’s employment is terminated by the Company without Cause pursuant to Section 5(a)(iv) above, and conditioned upon the Executive’s execution of a valid and legally enforceable release of claims against the Company, the Company shall, for a period of twelve (12) months following the Date of Termination (the “Severance Period”): (i) provide to the Executive salary continuation paid in accordance with the Company’s applicable payroll practices, at the Executive’s Base Salary rate in effect as of the Date of Termination and (ii) continue the Executive’s coverage under the Company’s health medical, dental, vision, disability, and life and accident benefit plans, in which the Executive participated immediately prior to the Date of Termination, provided, however, that if the Company cannot continue such coverage, the Company shall provide or arrange to provide, at its expense, similar coverage to the Executive and if such coverage cannot be arranged, the Company will provide a cash equivalent payment to the Executive. In addition, no later than two and one-half (2½) months following the end of the year in which the Executive’s employment is terminated, the Com...