Termination and Payment Terms Sample Clauses
Termination and Payment Terms. (a) The Employment Period shall end on the Expiration Date; provided that (i) the Employment Period shall terminate prior to such date immediately upon Executive's resignation, death or Disability and (ii) the Employment Period may be terminated by resolution of the Board, with or without Cause at any time prior to such date. Except as otherwise provided herein, any termination of the Employment Period by the Company shall be effective as specified in a written notice from the Company to Executive.
(b) If the Employment Period is terminated prior to the Expiration Date:
(i) (A) by resolution of the Board (other than for Cause) or by Executive resigning for Good Reason or (B) if the Employment Period expires on the Expiration Date, the Executive shall be entitled to receive (1) all previously earned and accrued but unpaid Base Salary and vacation and unpaid business expenses up to the date of such termination or the Expiration Date, as applicable, (2) any bonus (if any) earned by Executive for the fiscal year prior to the Termination Year or the Expiration Year, as applicable, but then unpaid, (3) the pro rata portion of Executive's target bonus during the Termination Year or the Expiration Year, as applicable, to the extent targets thereunder are achieved for such year, after such termination or expiration, pro rated based on the number of days of the Termination Year or the Expiration Year, as applicable, prior to the date of termination or the Expiration Date, as applicable, which payment shall be made when the bonus payments for such Termination Year or the Expiration Year, as applicable, are otherwise due; (4) severance pay in the full amount of Base Salary at the time of termination or expiration from the date of termination or the Expiration Date, as applicable, through the period ending on the first anniversary of the date of termination or the Expiration Date, as applicable, and a Bonus equal to the Bonus earned in the year prior to the Termination Year or the Expiration Year, as applicable, payable on the first anniversary of the date of termination or the Expiration Date, as applicable; and (5) full continuation of Executive's health, disability and life insurance Benefits during the one year severance period (to the extent any of those Benefits cannot be provided by Company during the one year severance period, the Company will provide Executive with a sum of money calculated to permit Executive to obtain the same benefits individually, grossed ...
Termination and Payment Terms. (a) The Employment Period shall terminate prior to the Expiration Date upon the occurrence of any of the following events: (i) delivery by the Executive of a written resignation to the Company with no less than ninety (90) days’ advance written notice to the Company; (ii) the death or Disability of the Executive; (iii) the adoption, before the Executive has cured the event giving rise to Cause or in the event the Executive fails to cure the event giving rise to Cause, of a good faith resolution by the Board terminating the Executive’s employment with Cause; (iv) the adoption of a resolution by the Board terminating the Executive’s employment without Cause with no less than ninety (90) days’ advance written notice to the Executive; and (v) termination by the Executive for Good Reason. Other than as provided in the previous sentence the Employment Period shall not terminate prior to the Expiration Date. Except as otherwise provided herein, any termination of the Employment Period by the Company shall be effective as specified in a written notice from the Company to the Executive.
(b) Upon the Executive’s termination of employment, the Executive shall be entitled to certain payments and benefits in accordance with the following:
(i) Upon the Executive’s termination of employment because of the occurrence of the Expiration Date or by resolution of the Board without Cause in accordance with Section 4(a) or by the Executive for Good Reason in accordance with Section 4(a), then the Executive shall be entitled to receive (1) the Accrued Obligations, payable within thirty (30) days following the Termination Date or otherwise in accordance with the applicable plan, program or arrangement of the Company and, (2) subject to the Executive’s timely execution and non-revocation of the general release described in Section 4(c) (the “General Release”), the reduction in payments in the event of other employment as described in Section 8(g) and the Executive’s compliance with Sections 6, 7 and 8 and the other conditions and limitations in this Agreement, (x) continued payment of Base Salary (as was in effect immediately prior to such termination) for the duration of the Severance Period (or, in the case of termination by resolution of the Board without Cause, for the duration of the Severance Period other than the final ninety (90) days of the Severance Period), payable in regular installments in accordance with the Company’s general payroll practices as in effect from time ...
Termination and Payment Terms. The Employment Period shall end on the Expiration Date; provided, that (i) the Employment Period shall terminate prior to such date immediately upon Executive’s resignation, death or Disability and (ii) the Employment Period may be terminated by resolution of the Board, with or without Cause at any time prior to such date. Except as otherwise provided herein, any termination of the Employment Period by the Company shall be effective as specified in a written notice from the Company to Executive.
Termination and Payment Terms. (a) The Employment Period shall commence on the date hereof and shall terminate, (i) immediately upon Executive’s resignation, death or Disability or (ii) by resolution of the Board, with or without Cause, at any time. Except as otherwise provided herein, any termination of the Employment Period by the Company shall be effective as specified in a written notice from the Company to Executive. For the avoidance of doubt, Executive’s employment with the Company is “at will,” subject only to the notice and severance provisions expressly set forth herein.
(b) If the Employment Period is terminated:
(i) by resolution of the Board (other than for Cause or Disability) or by Executive resigning for Good Reason, Executive shall be entitled to receive (A) all previously earned and accrued but unpaid Base Salary and vacation and unpaid business expenses up to the date of such termination, (B) an amount equal to the bonus (if any) under the Senior Management Bonus Plan with respect to the fiscal year prior to the Termination Year that has been determined (or is determinable) but not yet paid to Executive, which payment shall be made when the bonus payments for such Termination Year are otherwise due (but in any event no later than 21⁄2 months following the conclusion of the Company’s fiscal year in which the bonus is earned), (C) severance pay in an amount equal to two times the sum of (x) Executive’s Base Salary in effect immediately prior to Executive’s termination of employment hereunder and (y) Executive’s Target Bonus under the Senior Management Bonus Plan for the year in which the termination of employment occurs, payable in 24 monthly installments following the termination of Executive’s employment in accordance with the Company’s standard payroll practices, and (D) full continuation of Executive’s health, dental and vision insurance benefits during the two (2) year severance period; or
(ii) for any other reason, including as a result of Executive’s death, Disability, voluntary resignation for other than Good Reason or by resolution of the Board for Cause, Executive’s sole entitlement shall be to receive all previously earned and accrued but unpaid Base Salary, vacation and unpaid business expenses up to the date of such termination and Executive shall not be entitled to any further Base Salary, bonus payments or benefits for that year or any future year, except as required by law, or to any other severance compensation of any kind.
(c) Executive agrees that: (i...