Employment Termination Sample Clauses

Employment Termination. This Agreement and the employment of the Executive shall terminate upon the occurrence of any of the following: 4.1 Expiration of the Employment Period by written notice by either party to the other party of its intention not to renew this Agreement not less than thirty (30) calendar days prior to the expiration date or anniversary date, as the case may be; provided, however, that the Bank may, in its sole discretion, pay the Executive in lieu of such thirty (30) calendar days notice an amount equal to the Base Salary that would otherwise be payable to the Executive for such thirty (30) calendar day period, in which case the termination of the Executive shall become effective immediately upon the date of such payment; 4.2 At the election of the Bank, for Cause (as defined below), immediately upon written notice by the Bank to the Executive, except as otherwise provided below. For the purposes of this Section 4.2, Cause for termination shall mean a finding by the Bank that: (i) the Executive has failed to perform the Executive’s assigned duties for the Bank after written notice of the failure and an opportunity to cure within ten (10) calendar days of receipt of the notice (provided the Bank determines that the failure is curable); (ii) the Executive has failed or refused to comply in any material respect with the Bank’s policies, procedures, practices, standards or other written directives including, but not limited to, the Bank’s Code of Conduct and Ethics for Employees, Code of Ethics for Senior Officers, Anti-Fraud and Whistleblower Policy and Sexual Harassment Policy; (iii) the Executive has engaged in dishonesty, misconduct, gross negligence or falsification of documents or records involving the Bank; (iv) the Executive has committed an act which injures or could reasonably be expected to injure the reputation, business or business relationships of the Bank; (v) the Executive fails to devote all of the Executive’s business time and attention exclusively to the business and affairs of the Bank in accordance with Section 2; (vi) the Executive has been convicted of, or has entered a plea of guilty or nolo contendere to, any crime involving moral turpitude or any felony; (vii) the Executive has engaged in conduct which causes the Executive to be barred from employment at the Bank by any law or regulation or by any order of, or agreement with, any regulatory authority; or (viii) the Executive breaches this Agreement; 4.3 Upon the death or disability of the...

Employment Termination. The employment of the Executive pursuant to this Agreement shall terminate upon the occurrence of any of the following: (i) At the election of the Company, for Cause, immediately upon written notice by the Company to the Executive. For purposes of this Agreement, "Cause" shall be deemed to exist upon a reasonable good faith finding by the Board that the Executive has: (1) committed an act constituting fraud, embezzlement or other felony, determined in the reasonable opinion of the Board acting in its sole discretion, or (2) materially breached his obligations under this Agreement or the Inventions and Nondisclosure Agreement, and failed to cure same within 30 days after written notice thereof is given to him by the Company, or (3) materially breached the Company's material policies, including but not limited to the Company's policies regarding ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and sexual harassment, or (4) engaged in willful misconduct and failed to cure same within 30 days after written notice thereof is given to him by the Company. (ii) At the election of the Company, without Cause, upon at least 90 days written notice by the Company to the Executive. (iii) The death of the Executive, or (in the discretion of the Company) the Disability of the Executive. For purposes of this Agreement, "Disability" shall be considered to exist: (1) if the Executive fails to perform his normal duties for at least 60 days (not counting days taken for vacation), whether or not consecutive, during any 180-day period, or (2) if the Executive's insurance company has confirmed that any disability insurance benefits are going to be paid by reason of Executive's incapacitation, or (3) if the Board, acting in its sole discretion but after reasonable consultation with Executive, concludes that the Executive suffers from a degree of physical or mental incapacitation as a result of illness or accident which makes it reasonably unlikely that the Executive will be able to perform his normal duties for a period of 60 days. In reaching this conclusion, the Board may consult third parties, including, but not limited to, other employees, physicians, psychiatrists, and counselors. (iv) At the election of the Executive, for any reason, upon at least 90 days prior written notice to the Company. (v) At the election of the Executive for Good Reason, provided that the Executive shall have given written notice to the Company within 30 days after he becomes aware of the occurrence of any event of Good Reason specif...

Employment Termination. If the Optionee shall no longer be employed on a full-time basis by the Company for any reason whatsoever (including by reason of death, permanent disability or adjudicated incompetency) (“Terminated” or a “Termination”), irrespective of whether the Optionee receives, in connection with the Termination, any severance or other payment from the Company under any employment agreement or otherwise, (i) the Option, to the extent it is not exercisable pursuant to Section 4.1 hereof at the date of such Termination, shall terminate on, and shall be of no further force and effect from and after, the date of such Termination, and (ii) the Option, to the extent it is exercisable pursuant to Section 4.1 hereof at the date of such Termination (the “Exercisable Portion of the Option”), shall be exercisable by the Optionee during the Post-Termination Exercise Period (as defined below), but in no event after the expiration of the term of the Option, and, until exercised, the Exercisable Portion of the Option shall continue to be subject to the terms of this Agreement, including Section 4.2 hereof. If the Optionee does not exercise any portion of the Exercisable Portion of the Option within the Post-Termination Exercise Period, such portion shall terminate and shall be of no further force and effect following the close of business on the last day of the Post-Termination Exercise Period.

Employment Termination. This Agreement and the employment of the Executive shall terminate upon the occurrence of any of the following: (a) Upon the death or “Disability” of the Executive. As used in this Agreement, the term “Disability” shall mean a physical or mental illness or disability that prevents the Executive from performing the duties of the Executive’s position for a period of more than any three (3) consecutive months or for periods aggregating more than twenty (20) weeks. The Company shall determine in good faith and in its sole discretion whether the Executive is unable to perform the services provided for herein. (b) At the election of the Company, with or without Cause, immediately upon written notice by the Company to the Executive. As used in this Agreement, “Cause” shall mean any of (a) the Executive’s conviction of, or plea of guilty or nolo contendere to, any crime involving dishonesty or moral turpitude or any felony; or (b) a good faith finding by the Company’s Board of Directors that the Executive has (i) engaged in dishonesty, willful misconduct or gross negligence that has a material adverse effect on the Company, (ii) committed an act that materially injures or would reasonably be expected to materially injure the reputation, business or business relationships of the Company, (iii) materially breached the terms of any restrictive covenants or confidentiality agreement with the Company, including either of the Restrictive Covenants Agreements (and not cured same within any cure period applicable to such covenants or confidentiality agreement); or (iv) failed or refused to comply in any material respect with the Company’s material policies or procedures and in a manner that materially injures or would reasonably be expected to materially injure the reputation, business or business relationships of the Company, provided that in the case of (iv) that the Executive was given written notice of such violation or failure by the Board and a period of 30 days to cure (provided that the Board reasonably determines that such violation or failure is curable).

Employment Termination. The Term of employment under this Agreement may be earlier terminated only as follows:

Employment Termination. The employment of Executive by the Company under this Agreement will terminate upon the occurrence of any of the following:

Employment Termination. This Agreement and the employment of the Executive shall terminate upon the occurrence of any of the following: (a) Upon the death of the Executive or at the election of the Company due to the Executive’s “Disability”. As used in this Agreement, the term “Disability” shall mean a physical or mental illness or disability that prevents the Executive from performing the duties of the Executive’s position for a period of more than any three (3) consecutive months or for periods aggregating more than twenty-six (26) weeks. The Company shall determine in good faith and in its sole discretion whether the Executive is unable to perform the services provided for herein.

Employment Termination. The employment of the Employee by the Company pursuant to this Agreement shall terminate upon the occurrence of any of the following:

Employment Termination. (i) If any Employment Term is terminated early by resolution of the Board with Cause or by reason of the Executive’s voluntary resignation without Good Reason, then the Executive shall be entitled to receive only all previously earned and accrued but unpaid Base Salary and vacation time up to the Termination Date (and not any accrued but unpaid Bonus as of the Termination Date). (ii) If any Employment Term is terminated early by reason of the Executive’s death or Disability, then the Executive shall be entitled to receive only (x) all previously earned and accrued but unpaid Base Salary and vacation time up to the Termination Date or date of death, (y) a portion of the Bonus earned by the Executive during the Bonus Year in which such termination occurs determined on a pro rated basis based on the number of days of the applicable Bonus Year prior to the Termination Date or date of death as compared to the number of days in such Bonus Year, which payment will be made on or before March 15th of the year after such Bonus Year and (z) any Bonus earned by the Executive during any Bonus Year which ended prior to the Termination Date or date of death and which has not been paid as of such date, which payment will be made on or before March 15th of the year after such Bonus Year. (iii) If any Employment Term is terminated early by reason of the Executive’s voluntary resignation with Good Reason or by resolution of the Board without Cause, then, subject to the second and third sentences of Section 2(e)(iv), the Executive shall be entitled to receive only the following: (v) all previously earned and accrued but unpaid Base Salary and vacation time up to the Termination Date, (w) any Bonus earned by the Executive during any Bonus Year which ended prior to the Termination Date and which has not been paid as of such date, (x) his Base Salary and an amount equal to the Company’s estimate of the cost of the Benefits marked on Exhibit A with an “#” (which estimate shall be based on the amounts incurred by the Company in connection with the provision of such Benefits) for the twelve month period beginning on the Termination Date with respect to which the Executive takes all actions required to continue such Benefits; provided, however, that such twelve-month period shall be extended until the date on which the Initial Employment Term would have ended if more than twelve months remained in the Initial Employment Term on the Termination Date; provided, further, that in lieu o...