Termination of Service or Employment Sample Clauses
Termination of Service or Employment. Except as provided in Section 2(c) hereof, in the event that Optionee’s service or employment with the Corporation or the Bank shall terminate for any reason, other than Disability, death or Retirement, all of the Option and all of Optionee’s rights to purchase or receive Shares pursuant hereto, shall automatically terminate on (A) the earlier of (i) or (ii): (i) the Expiration Date, or (ii) the expiration of not more than three (3) months after the date of such termination of service or employment; or (B) at such later date as is determined by the Committee at the time of the grant of the Option based upon the Optionee’s continuing status as a director or director emeritus of the Bank or the Corporation, but only if, and to the extent that, the Optionee was entitled to exercise the Option at the date of such termination of service or employment. In the event that a subsidiary of the Corporation ceases to be a subsidiary of the Corporation, the employment of all of its employees who are not immediately thereafter employees of the Corporation shall be deemed to terminate upon the date such subsidiary so ceases to be a subsidiary of the Corporation.
Termination of Service or Employment. (a) The Bank may terminate ▇▇▇▇▇'▇ employment as an Executive Vice President or his services as a consultant at any time. ▇▇▇▇▇ shall have no right to receive compensation or other benefits for any period after termination for cause by the Bank or voluntary termination by ▇▇▇▇▇. The term "termination for cause" shall mean termination because of ▇▇▇▇▇'▇ personal dishonesty, incompetence, misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule, or regulation (other than traffic violations or similar offenses) or final cease-and-desist order, or material breach of any provision of this Agreement. In determining incompetence, the alleged acts or omissions shall be measured against standards generally prevailing in the savings institutions industry; provided, that ▇▇▇▇▇ shall be given written notice specifying the acts or omissions alleged to have violated such standards not less than 30 days before the effective date of any termination of his employment or services hereunder on the basis of incompetence, and shall be afforded a reasonable opportunity to respond thereto at a meeting of the Board of Directors of the Bank, at which he may be accompanied by counsel; and provided further that it shall be the Bank's burden to prove the alleged acts and omissions and the prevailing nature of the standards the Bank shall have alleged are violated by such acts and/or omissions. Following involuntary termination of ▇▇▇▇▇'▇ employment or consulting services without cause, the Bank shall be obligated to continue to pay to ▇▇▇▇▇ his compensation in accordance with Section 2 hereof for the remaining term of this Agreement, subject to reduction by mitigation, so that following involuntary termination without cause, the amounts payable to ▇▇▇▇▇ hereunder (i) during the Full-Time Employment Period shall be reduced by amounts received or receivable by ▇▇▇▇▇ for other employment or engagements following such termination during the Full-Time Employment Period and (ii) during the Consulting Period shall be reduced by 50/168ths of the amounts received or receivable by ▇▇▇▇▇ for such other employment or engagements during the Consulting Period, and no amount shall be payable hereunder for any period following termination without cause during which ▇▇▇▇▇'▇ aggregate compensation for other employment and engagements is at an annual rate of $168,000 or more.