TERMINATION OF EMPLOYMENT OF EMPLOYEE SHAREHOLDER Sample Clauses

TERMINATION OF EMPLOYMENT OF EMPLOYEE SHAREHOLDER. In the event that an Employee Shareholder's employment with the Company terminates for any reason or no reason, including death, the Company shall provide written notice, in accordance with Section 12.5 of this Agreement, to the other Employee Shareholders, who shall have the option to purchase the Shares of the terminating Employee Shareholder at the price determined in accordance with Article VI of this Agreement. Within 15 days after giving the notice, any non-terminating Employee Shareholder desiring to acquire any part or all of the Shares shall deliver to the Secretary of the Company a written election to purchase the Shares or a specified number of them. If the total number of Shares specified in the elections exceeds the number of available Shares, each Employee Shareholder shall have priority, up to the number of Shares specified in his notice of election to purchase such proportion of the available Shares as the number of the Company's Shares that he holds bears to the total number of the Company's Shares held by all Employee Shareholders electing to purchase. The Shares not purchased on such a priority basis shall be allocated in one or more successive allocations to those Employee Shareholders electing to purchase more than the number of Shares to which they have a priority right, up to the number of Shares specified in their respective notices, in the proportion that the number of Shares held by each of them bears to the number of Shares held by all of them. If the option is not exercised by the other Employee Shareholders as to all of the Shares of the terminating Employee Shareholder, notice shall be given immediately by the Company in accordance with Section 12.5 of this Agreement to the Bank, who shall have the option to purchase any Shares not purchased by the other Employee Shareholders at the price determined in accordance with Article VI of this Agreement. Within 15 days after giving the notice, if the Bank desires to acquire any part or all of the remaining Shares, it shall deliver to the Secretary of the Company a written election to purchase the remaining Shares or a specified number of them. Within the earlier to occur of (i) the twentieth day after the mailing of the notice to the Bank, or (ii) the twentieth day after the Employee Shareholders agree to acquire all of the Shares, the Secretary of the Company shall notify each Employee Shareholder and/or the Bank of the number of Shares as to which his or its election was effective ...
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Related to TERMINATION OF EMPLOYMENT OF EMPLOYEE SHAREHOLDER

  • Employment of Employee (a) Except as provided in Sections 2(b), 2(c) and 2(d), nothing in this Agreement shall affect any right which Employee may otherwise have to terminate Employee’s employment, nor shall anything in this Agreement affect any right which the Company may have to terminate Employee’s employment at any time in any lawful manner.

  • Separation of Employment (a) If an employee is discharged by the Employer, he shall be paid in full for all monies owing to him by the Employer on the date of his discharge.

  • Employment of Executive Employer hereby agrees to employ Executive, and Executive hereby agrees to be and remain in the employ of Employer, upon the terms and conditions hereinafter set forth.

  • Termination of Employment Agreement (a) Effective as of the Effective Date and immediately prior to the Effective Time, the Employment Agreement is hereby terminated and shall be of no further force or effect whatsoever; provided, however, that, and notwithstanding anything in this Agreement to the contrary, such termination shall be contingent on the closing of the Merger.

  • Condition of Employment The Employee acknowledges that his/her employment and the continuance of that employment with the Company is contingent upon his/her agreement to sign and adhere to the provisions of this Agreement. The Employee further acknowledges that the nature of the Company’s business is such that protection of its proprietary and confidential information is critical to its survival and success.

  • Termination of Employment Executive's employment hereunder may be terminated under the following circumstances:

  • Termination of Employment for Cause If Optionee’s employment with the Bancorp or a subsidiary corporation is terminated for cause, this option shall expire thirty (30) days from the date of such termination. Termination for cause shall include, but not be limited to, termination for malfeasance or gross misfeasance in the performance of duties or conviction of a crime involving moral turpitude, and, in any event, the determination of the Board of Directors with respect thereto shall be final and conclusive.

  • Resignation of Employment The Executive confirms his/her resignation of his/her employment and of his/her position as an officer of the Company effective (the “Resignation Date”). The parties hereby acknowledge and agree that the Executive’s resignation of employment constitutes a “separation from service” from the Company within the meaning of Section 409A(a)(2)(A)(i) of the Internal Revenue Code of 1986, as amended (the “Code”), and Treasury Regulation Section 1.409A-1(h) (a “Separation from Service”). As of the Resignation Date, the Employment Agreement shall automatically terminate and be of no further force and effect, and neither the Company nor the Executive shall have any further obligations thereunder, except as expressly provided herein. Notwithstanding the foregoing, the Company shall be obligated to Executive for severance payments and continuation of benefits as contemplated by Section 7 of the Employment Agreement and as set forth in Section 3 below.

  • Termination of Employees Agent may in its discretion stop using any Retained Employee at any time during the Sale, subject to the conditions provided for herein. In the event that Agent desires to cease using any Retained Employee, Agent shall notify Merchant at least seven (7) days prior thereto, so that Merchant may coordinate the termination of such employee; provided, however, that, in the event that Agent determines to cease using an employee “for cause” (which shall consist of dishonesty, fraud or breach of employee duties), the seven (7) day notice period shall not apply, provided further, however, that Agent shall immediately notify Merchant of the basis for such “cause” so that Merchant can arrange for termination of such employee. From and after the date of this Agreement and until the Sale Termination Date, Merchant shall not transfer or dismiss Retained Employees except “for cause” without Agent’s prior consent. Notwithstanding the foregoing, Agent shall not have the right to terminate the actual employment of any Retained Employee, but rather may only cease using such employee in the Sale and paying any Expenses with respect to such employee.

  • Voluntary Termination of Employment If during the Employment Term, Executive terminates his employment under circumstances other than those specified elsewhere in this Section 8, Executive shall be entitled to the payments and benefits specified in Section 8(a).

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