Involuntary Termination without Cause or Termination for Good Reason Sample Clauses

Involuntary Termination without Cause or Termination for Good Reason. Notwithstanding Section 4(a) above, in the event that Employee’s employment terminates due to either (A) an Involuntary Termination without Cause that is not a Change of Control Covered Termination or (B) Employee’s voluntary termination of employment for Good Reason, Employee shall be entitled to receive the following:
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Involuntary Termination without Cause or Termination for Good Reason. In the event the Executive's employment is terminated by the Company other than for Cause, death, or Disability, or is terminated by the Executive for Good Reason, the Company shall pay the Executive, and provide him with, the following:
Involuntary Termination without Cause or Termination for Good Reason. If Employee involuntarily terminates employment without Cause or terminates employment for Good Reason (as defined in the Management Stockholder’s Agreement) from the Company, a Subsidiary or an Affiliate while any Shares remain restricted, restrictions on Shares shall lapse pro-rata based on the number of full months that have expired since the Grant Date divided by 36 and shall be subject to the Company’s Call Rights under the Management Shareholder Agreement between Employee and the Company. Employee shall forfeit all then remaining Shares.
Involuntary Termination without Cause or Termination for Good Reason. Notwithstanding Section 4(a) above, in the event that Employee’s employment terminates due to either (A) an Involuntary Termination without Cause that is not a Change of Control Covered Termination or (B) Employee’s voluntary termination of employment for Good Reason, Employee shall be entitled to receive the following: (i) a lump sum payment to be paid on his last day of employment equal to twelve (12) months of his then current Base Salary; provided that such amount shall be subject to all required tax withholding; (ii) a lump sum payment to be paid on his last day of employment equal to one hundred percent (100%) of the target annual bonus for the period in which his employment is terminated; and (iii) provided that Employee elects continued coverage under federal COBRA law, Employer shall pay the premiums of Employee’s group health and dental insurance coverage, including coverage for Employee’s eligible dependents for a maximum period of twelve (12) months following the effective date of his termination; provided however that Employer shall pay such premiums for Employee’s eligible dependents only for coverage for which those eligible dependents were enrolled immediately prior to the effective date of the Involuntary Termination without Cause; and provided further, that Employer shall be relieved of its obligation under this Section 5(c)(iii) as of the effective date of Employee’s coverage by a health insurance plan of a subsequent employer.
Involuntary Termination without Cause or Termination for Good Reason. If the Executive’s employment with the Company is terminated by the Company without “Cause” or by the Executive forGood Reason”, as such terms are defined in the Executive’s Employment Agreement with the Company of even date herewith (the “Employment Agreement”) or if the Company elects not to renew the Employment Agreement, in each case, during any time while all or any portion of the Option remains unvested, [For Make-Whole Awards: any unvested portion of the Option shall vest immediately upon the Executive’s termination of employment] [For other time-vesting Awards: any portion of the Option scheduled to vest within 24 months following the Executive’s termination of employment shall vest immediately upon the Executive’s termination of employment, and the remaining unvested portion of the Option shall be forfeited, without compensation, immediately upon the Executive’s termination of employment].
Involuntary Termination without Cause or Termination for Good Reason. If the Executive’s employment with the Company is terminated by the Company without “Cause” or by the Executive forGood Reason”, as such terms are defined in the Executive’s Employment Agreement, or if the Company elects not to renew the Employment Agreement, in each case, during any time while the Shares of Restricted Stock remain subject to restriction on transfer, [For Make-Whole Awards: any unvested Shares of Restricted Stock shall vest immediately and the restrictions on transfer set forth in Section 2 of this Agreement shall lapse upon the Executive’s termination of employment] [For other time-vesting Awards: the number of Shares of Restricted Stock scheduled to vest within 24 months following the Executive’s termination of employment shall vest immediately and the restrictions on transfer set forth in Section 2 of this Agreement with respect to such number of Shares shall lapse upon the Executive’s termination of employment, and the remaining Shares of Restricted Stock shall be forfeited, without compensation, immediately upon the Executive’s termination of employment].
Involuntary Termination without Cause or Termination for Good Reason. In the event of the Participant’s involuntary Termination by the Company without Cause or by the Participant for Good Reason, the vested portion of the SAR shall remain exercisable until the earlier of (i) six (6) months from the date of such Termination, and (ii) the expiration of the stated term of the SAR pursuant to Section 3(d) hereof.
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Related to Involuntary Termination without Cause or Termination for Good Reason

  • Termination Without Cause or Termination for Good Reason (a) The Company may terminate the Executive's employment hereunder without Cause, and the Executive shall be permitted to terminate his employment hereunder for Good Reason (as hereinafter defined). If the Company terminates the Executive's employment hereunder without Cause, other than due to death or Disability, or if the Employee effects a termination for Good Reason, the Executive shall be entitled to receive all the benefits provided for under Section 3.6 of this Agreement.

  • Termination Without Cause; Termination for Good Reason If the Company shall terminate the Executive’s employment, other than for Cause, or the Executive shall terminate his employment for Good Reason, then;

  • Involuntary Termination Without Cause and Voluntary Termination with Good Reason With written notice to the Executive at least thirty (30) days in advance, the Bank may terminate the Executive’s employment without Cause. Termination shall take effect at the end of the notice period. With advance written notice to the Bank as provided in clause (y), the Executive may terminate employment for Good Reason. If the Executive’s employment terminates involuntarily without Cause or voluntarily but with Good Reason, the Executive shall be entitled to the benefits specified in Article 4 of this Agreement. For purposes of this Agreement, a voluntary termination by the Executive shall be considered a voluntary termination with Good Reason if the conditions stated in both clauses (x) and (y) of this Section 3.4 are satisfied:

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

  • Termination Without Cause or Resignation for Good Reason If (1) Company terminates Employee’s employment during the Initial Term other than (a) due to Employee’s death or Disability or (b) for Cause (as defined below); or (2) if Employee resigns from Employee’s employment for Good Reason (as defined below) during the Initial Term, Employee shall receive the Accrued Amounts on the Date of Termination and, in addition, subject to the Severance Conditions below, (i) Company shall provide a severance payment equal to three (3) months of Employee’s salary as of the Date of Termination (the “Severance Payment”), divided and paid in equal installments over a period of three (3) months in accordance with Company’s regular payroll practices starting on the first regular payday occurring after the effective date of the Release (as defined below), and (ii) the Company will reimburse Employee for COBRA premiums (at the coverage levels and at the Company-paid rate in effect immediately prior to such termination) for Employee and Employee’s covered dependents until the earliest of (A) the date that is three (3) months following the Date of Termination, (B) the date that Employee (or Employee’s spouse or dependents, as applicable) are no longer eligible for COBRA coverage or (C) the date when Employee receives substantially equivalent health insurance coverage in connection with new employment (the “COBRA Benefit”). Company’s obligation to pay Employee the Severance Payment and COBRA Benefit shall be conditioned on Employee’s satisfaction of the following (the “Severance Conditions”): (1) Employee must first sign, and allow to become effective, a Company-approved separation agreement, which shall include a full general release in a form acceptable to Company, releasing all claims, known or unknown, that Employee may have against Company arising out of or any way related to Employee’s employment or termination of employment with Company (the “Release”); and (2) on or before the effective date of the Release, Employee must have (i) reconfirmed Employee’s agreement to abide by all of the surviving provisions of this Agreement and any other agreement between Employee and Company, (ii) agreed to cooperate in the transition of Employee’s employment; and (iii) agreed not to make any voluntary statements, written or oral, or cause or encourage others to make any such statements that defame, disparage, or in any way criticize the personal and/or business reputations, practices, or conduct of the Company or any of its affiliates. All other Company obligations to Employee will be automatically terminated and completely extinguished.

  • Termination for Cause or Resignation without Good Reason If, during the Term of this Agreement, Executive’s employment is terminated by the Company for Cause, or Executive resigns his employment hereunder without Good Reason, the Company shall pay Executive the Termination Amounts, less standard deductions and withholdings. The Company shall thereafter have no further obligations to Executive under this Agreement, except as otherwise provided by law.

  • Termination for Cause or Voluntary Termination If the Executive’s employment terminates pursuant to Section 6(c) [For Cause] or Section 6(f) [Voluntary Termination], the Executive shall be entitled to receive only the salary, annual bonuses, expense reimbursements, benefits and accrued vacation days earned by the Executive pursuant to Section 4 through the date of the Executive’s termination of employment. Annual bonuses are not earned until the date any such bonus is paid in accordance with the terms of the applicable bonus plan. As such, the Executive shall not be entitled to any bonus not paid prior to the date of the Executive’s termination of employment, and the Executive shall not be entitled to any prorated bonus payment for the year in which the Executive’s employment terminates. Any stock options granted to the Executive by the Company shall continue to vest only through the date on which the Executive’s employment terminates, and unless otherwise provided by their terms, any restricted stock, performance share awards or other equity awards that were granted to the Executive by the Company that remain unvested as of the date on which the Executive’s employment terminates shall automatically be forfeited and the Executive shall have no further rights with respect to such awards. The Company shall have no further obligations to the Executive as a result of termination of employment described in this Section 8(b) except as set forth in Section 12.

  • Termination for Cause; Voluntary Termination If at any time during the Term the Executive’s employment with the Company is terminated pursuant to Section 4.6 or 4.7, the Executive shall be entitled to only the following:

  • Involuntary Termination for Cause If the Employee's employment is terminated for Cause, then the Employee shall not be entitled to receive severance payments. The Employee's benefits will be terminated under the Company's then existing benefit plans and policies in accordance with such plans and policies in effect on the date of termination.

  • Termination Without Cause; Resignation for Good Reason (i) The Company may terminate Executive’s employment with the Company at any time without Cause (as defined below). Further, Executive may resign at any time for Good Reason (as defined below).

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