Termination Change in Control. The employment of the Officer may be terminated as follows:
Termination Change in Control. Your employment may be terminated by the Company or you for any reason at any time pursuant to written notice, and will terminate automatically on your death; provided, you shall give the Company not less than 30 days’ prior written notice of any termination by you, with or without Good Reason (as defined on the Attachment hereto (the “Attachment”)). Any payments made and benefits provided to you under this Agreement will be in lieu of any termination or severance payments or benefits for which you (or your estate in the event of your death) otherwise may be eligible under any of the plans, practices, policies or programs of the Company or its affiliates. If termination occurs at a time when the Company is deemed to be in troubled condition by the Federal Deposit Insurance Corporation (the “FDIC”) and is subject to the FDIC’s golden parachute regulations under 12 C.F.R. Part 359, the payments referenced in this Section 7 shall be subject to prior regulatory approval and shall be limited to an aggregate amount equal to the lesser of (i) 12 months of Base Salary, or (ii) the amount otherwise owed to you hereunder. Any payment made pursuant to this Section 7 which is subject to the FDIC’s golden parachute regulations shall be subject to a right of the Company (or its successor) to recoup such payment from you if the Company (or its successor) subsequently determines, in its reasonable discretion, that you have engaged in any of the activities or offenses set forth in 12 C.F.R. Section 359.4(a)(i) - (iv). After receipt of written notice from the Company that it has made a determination as provided for in this Section 7, you agree to reimburse the Company for the subject payment made pursuant to this Section 7 within 30 days after receipt of such written notice. Further, you agree to indemnify the Company for any costs incurred by the Company in recouping such amount in the event that you fail to reimburse such amount within 30 days of receiving the Company written notice under this Section 7.
Termination Change in Control. Notwithstanding anything in this Agreement to the contrary, in the event of a Termination as defined in paragraph 4(a) or 4(b) of the Executive Severance Agreement, the Retirement Date shall be the date of such Termination; provided, however, in the event of a Termination as defined in paragraph 4(b) of the Executive Severance Agreement the Company shall pay the Executive, within 30 days after Termination, a lump sum in cash equal to the present value of the Executive's accrued benefit under the MRO Plan as determined hereunder. Such present value shall be determined using actuarial assumptions and discount rules consistent with Company practices immediately prior to the Termination.
Termination Change in Control. (a) In the event that the Optionee’s employment with the Company is terminated without Cause (as defined in and for purposes of the Employment Agreement), by the Optionee for Good Reason (as defined in and for purposes of the Employment Agreement), or due to the Optionee’s death or Disability (as defined in and for purposes of the Employment Agreement), the unvested portion of the Option shall vest and become exercisable in full on the date of termination (the “Termination Date”), and any unexercised portion of the vested Option shall remain exercisable for a period of twenty-four (24) months following the Termination Date. Upon expiration of such twenty-four (24) month period, any unexercised portion of the Option shall terminate in full. Notwithstanding the foregoing, in the event that an Optionee’s employment with the Company is terminated pursuant to this Section 6(a) prior to the full satisfaction of the additional vesting conditions applicable to the Equity Raise Portion set forth in Section 4(c) above, then the portion of the Equity Raise Portion that is not vested as of the Termination Date shall not vest and shall terminate immediately on the Termination Date.
Termination Change in Control. (a) If at any time within five (5) years following a Change of Control, it discharges Employee or refuses to extend the Term of Employment for at least two years beyond the existing term for any reason other than "just cause", or if within one year after a Change of Control Employee resigns from his employment with Employer for any reason whatsoever,
Termination Change in Control. The Company may terminate this Agreement by -------------------------------- providing the Employee with prior written notice of its decision to terminate the Agreement and indicating the date on which the termination is effective, as provided below.
Termination Change in Control. (a) If during the Performance Period (i) the Participant incurs a Termination of Service with the Company for any reason other than as described in Sections 4(b) or 4(d), (ii) there occurs a material breach of these Terms and Conditions by the Participant, or (iii) the Participant fails to meet the tax withholding obligations described in Section 5(a) hereof, all rights of the Participant to the Units that have not vested in accordance with the terms of this Agreement as of the date of such event shall terminate immediately and be forfeited in their entirety.
Termination Change in Control. (a) Either the Company or Executive may terminate this Agreement at any time for any reason upon written notice to the other. This Agreement shall also terminate upon (i) the death of Executive or (ii) termination by the Company pursuant to Section 7.
Termination Change in Control. Employee may terminate this Agreement if Employee has Good Reason for such Termination following a Change in Control. Such Termination by Employee is hereinafter referred to as Termination/Change in Control.
Termination Change in Control
