Executive Termination Event Sample Clauses
An Executive Termination Event clause defines the specific circumstances under which an executive's employment may be ended by either the employer or the executive. Typically, this clause outlines what constitutes a termination event, such as resignation, dismissal for cause, or termination without cause, and may detail the procedures and consequences associated with each scenario, including notice periods or severance entitlements. Its core practical function is to provide clarity and predictability for both parties regarding the conditions and outcomes of ending the executive's employment relationship.
Executive Termination Event. If at any time during the two year period commencing on the date of a Change in Control, the Company or the Executive terminates his employment following the occurrence of one or more of the following events (each, an "Executive Termination Event"), the Executive shall be entitled to the severance benefits provided in Section 5.7 below:
(i) Any termination by the Company of the Executive's employment during such two year period for any reason, other than for Cause, as a result of the Executive's death, or by reason of the Executive's disability and the actual receipt of disability benefits pursuant to the long-term disability plan in effect for senior executives of the Company immediately prior to the Change in Control.
(ii) Termination by the Executive of his employment with the Company at any time within two years after the Change in Control upon the occurrence of any of the following events:
(1) The Company's failure to elect, re-elect or otherwise maintain the Executive in the office or position in the Company which the Executive held immediately prior to a Change in Control.
(2) A significant, adverse change (increase or decrease) in the nature or scope of the authorities, powers, functions, responsibilities or duties attached to the position with the Company which the Executive held immediately prior to the Change in Control, or a reduction in the aggregate of the Executive's base pay or annual incentive bonus opportunity (and relative level of goal achievement) in which the Executive participated immediately prior to the Change in Control, or the termination of the Executive's rights to any employee benefits to which he was entitled immediately prior to the Change in Control, or a reduction in scope or value of such benefits, without prior written consent of the Executive, any of which is not remedied within 10 calendar days after receipt by the Company of a written notice from the Executive of such change, reduction, or termination, as the case may be;
(3) The Company or its successor becomes a subsidiary of another company and the Executive does not hold the position stated in Section 1.1 of the ultimate parent company;
(4) The Company shall relocate its principal executive offices, or require the Executive to have his principal location of work changed, to any location which is in excess of 45 miles from the location thereof immediately prior to the Change in Control; or
(5) Without limiting the generality or effect of the foregoing, any material...
Executive Termination Event. If at any time during the two-year period commencing on the date of a Change in Control, the Company or Executive terminates Executive's employment following the occurrence of one or more of the following events ("Executive Termination Event"), Executive shall be entitled to the severance benefits provided in Section 4 below: