Termination by the. Company without Cause or Resignation by Executive for Good Reason (Other Than Change in Control). The Company shall have the right to terminate Executive’s employment with the Company at any time without Cause. Should the Company elect to allow this Agreement to expire at the end of the Term without attempting to renegotiate its terms, the expiration of this Agreement shall be a termination without Cause for purposes of the Executive’s eligibility for the benefits described in this Section 5.4. In the event Executive is terminated by the Company without Cause, but not in the event of a termination due to Death or Disability under Section 5.1, or Executive resigns for Good Reason (other than in connection with a Change in Control (as defined below)), and upon compliance with Section 5.5 below, Executive shall be eligible to receive the following “Severance Benefits:” (i) continuation of Executive’s base salary, then in effect, for a period of twelve (12) months following the Termination Date, paid on the same basis and at the same time as previously paid; and (ii) the Company shall pay the premiums of Executive’s group health insurance COBRA continuation coverage, including coverage for Executive’s eligible dependents, for a maximum period of twelve (12) months following a termination without Cause or resignation for Good Reason; provided, however, that (a) the Company shall pay premiums for Executive’s eligible dependents only for coverage for which those eligible dependents were enrolled immediately prior to the termination without Cause or resignation for Good Reason and (b) the Company’s obligation to pay such premiums shall cease immediately upon Executive’s eligibility for comparable group health insurance provided by a new employer of Executive. Notwithstanding the foregoing, if at any time the Company determines, in its sole discretion, that the payment of the COBRA premiums would result in a violation of the nondiscrimination rules of Section 105(h)(2) of the Internal Revenue Code of 1986, as amended (the “Code”) or any statute or regulation of similar effect (including but not limited to the 2010 Patient Protection and Affordable Care Act, as amended by the 2010 Health Care and Education Reconciliation Act), then in lieu of providing the COBRA premiums, the Company will instead pay Executive, fully taxable cash payments equal to and paid at the same time as the COBRA premiums that otherwise would have been paid, subject to applicable tax withholdi...
Termination by the. Company For Cause shall mean termination by the Company of your employment upon:
Termination by the. Company Other than for Cause or due to Employee’s Death or Long-
Termination by the. Company without Cause; Termination Due to
Termination by the. Company For Cause, By The Executive Voluntarily, or By Reason Of Death Or Disability (As Defined In Company's Long Term Disability Policy) Of Executive or: The Executive shall be entitled to the severance compensation set forth in the Company's Severance Plan and any other arrangement to which the Executive is party and which is applicable to such termination of employment, if any, but shall not be entitled to any supplemental or enhanced severance benefits hereunder.
Termination by the. Company without Cause; by the Company pursuant to a Notice of Termination delivered pursuant to paragraph 2 above; or by the Executive for Good Reason. In the event of a termination (1) by the Company without Cause; (2) by the Executive for Good Reason; or (3) by the Company pursuant to a Notice of Termination delivered pursuant to paragraph 2 above, the Executive shall be entitled to the following payments and benefits, subject to any Offsets:
Termination by the. Client The Client may terminate this Contract in case of the occurrence of any of the events specified in paragraphs (a) through (f) of this Clause. In such an occurrence the Client shall give not less than thirty (30) days’ written notice of termination to the Consultant, and forty (40) days’ in the case of the event referred to in (e). (a) If the Consultant does not remedy a failure in the performance of their obligations under the Contract or does not ensure quality of service expected under this contract, within fifteen (15) days after being notified or within any further period as the Client may have subsequently approved in writing. (b) If the Consultant becomes insolvent or bankrupt. (c) If the Consultant, in the judgment of the Client has engaged in corrupt or fraudulent practices in competing for or in executing the Contract. (d) If, as the result of Force Majeure, the Consultant is unable to perform a material portion of the Services for a period of not less than sixty (60) days. (e) If the Consultant fails to comply with any final decision reached as a result of any dispute resolution proceedings. Termination By the Consultant Notwithstanding anything to the contrary contained in these terms and conditions or any other agreements between the Parties hereto, the Consultant may without prejudice to any legal right or remedy which may be available to it for any breach or nonobservance by the Client of these terms and conditions, terminate this Contract by giving not less than thirty (30) days’ written notice of termination to the Client, on any one or more of the following grounds: (a) If the Client is in breach of the Client's obligations hereto. Limitation of Liability Consultant shall refund any fees paid for project deliverables that it fails to deliver. Consultant shall use reasonable efforts to correct errors that Client identifies in the information Consultant has delivered. If Client returns all copies of uncorrectable erroneous information delivered by Consultant, Consultant shall reimburse Client for its proven actual damages from such errors, up to an aggregate maximum not to exceed Consultant’s charges for the erroneous information. Except for the liabilities specifically assumed in the foregoing sentences, the indemnification provisions of this Agreement and for breaches of confidentiality, neither party shall otherwise be liable, in contract, tort (including negligence) or otherwise, for any loss, expense or damage of any kind includi...
Termination by the. Employee The Employee shall be entitled to terminate his employment without being in violation of any provision of this Agreement upon 30 days prior written notice to the Subsidiary (i) for Good Reason; (ii) upon "normal retirement" under any then-effective plan or policy of the Subsidiary, or, in the absence of any such plan or policy, under the terms of the CBI Pension Plan, as amended effective August 1, 1996, as if the Employee participated in such plan (whether or not he actually so participated); or (iii) at any time and for any reason after the Employee has attained the age of sixty (60) years.
Termination by the. Company Without Cause or By the -------------------------------------------------- Executive for Good Reason. If the Executive's employment with the Company is ------------------------- terminated by the Company (other than for Disability or Cause), or by the Executive for Good Reason pursuant to Section 5(d), then the Company shall:
Termination by the. Company without Cause or resignation by the Executive for Good Reason (not in connection with a Change in Control) In the event that the Company terminates the Executive’s Employment without Cause or the Executive resigns for Good Reason, in either case, outside a Change in Control Measurement Period then the Executive shall be entitled to his salary and benefits pursuant to the terms of this Agreement through the Termination Date and, subject to the Executive (i) executing a Settlement Agreement; (ii) returning all Company property; (iii) complying with the Executive’s termination and post-termination obligations under this Agreement; (iv) complying with the terms of the Settlement Agreement, including without limitation any non-disparagement and confidentiality provisions contained therein; and (v) resigning from any other positions held with the Company or any Group Company, including any position on the Board, effective no later than the Termination Date (or such other date as requested by the Board), the Executive shall be eligible to receive the following severance benefits (collectively the “Non-CIC Severance Benefits”):
