Common use of Involuntary Termination by Company Clause in Contracts

Involuntary Termination by Company. The Company will be entitled to terminate the Employee’s employment at any time for any reason. If (x) the Company terminates the Employee’s employment for any reason other than Due Cause, death or Disability or (y) the Employee terminates the Employee’s employment with the Company due to a Constructive Termination (as defined below), then (i) the Company will pay to the Employee (A) the Employee’s Base Salary accrued and unpaid to the date of termination and (B) subject to Section 3(f) of this Agreement, as severance, an amount equal to one (1) times the Employee’s then current Base Salary (or, if the Employee resigns pursuant to clause (x) of the definition of Constructive Termination, the Employee’s Base Salary in effect immediately prior to the material diminishment which is the basis of the Constructive Termination), to be paid in a cash lump sum payment within five (5) days after the date on which the Employee has timely executed and delivered to the Company the Release described in Section 3(f) and any revocation period in such Release has expired without the revocation of such Release by the Employee (but in any event no later than 2 ½ months after the end of the calendar year in which such termination occurs), and (ii) all the rights and benefits the Employee may have under any Company employee benefit plans or Equity Awards will be determined in accordance with the terms and conditions of those plans or Equity Awards.