Termination Other than for Cause; Termination for Good Reason Sample Clauses

Termination Other than for Cause; Termination for Good Reason. If the Executive’s Termination Date occurs during the Agreement Term and is a result of the Executive’s termination of employment (i) by the Company for any reason other than Cause (and is not on account of the Executive’s death, disability, the Executive’s voluntary resignation, or the mutual agreement of the parties or otherwise as pursuant to paragraph 5(d)), or (ii) by the Executive for Good Reason, the Executive shall be entitled to the following payments and benefits:
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Termination Other than for Cause; Termination for Good Reason. If Executive’s employment is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Company shall provide Executive the following benefits:
Termination Other than for Cause; Termination for Good Reason. (i) If the Company terminates Executive’s employment pursuant to Paragraph 7(b) above or Executive terminates his employment with the Company for Good Reason, in both cases prior to a Change in Control of the Company or at any time other than within the two (2) years immediately following a Change in Control, then in lieu of any benefits payable pursuant to the Company’s Executive Severance Policy (so long as the compensation and benefits payable hereunder equal or exceed those payable under said Policy) and in complete satisfaction and discharge of all of its obligations to Executive hereunder (other than obligations that arise under Paragraphs 9 or 10 hereof), the Company shall, while Executive is not in breach of the provisions of Paragraph 6 hereof; provided any such suspended payments and/or benefits shall resume once any such breach has been cured,
Termination Other than for Cause; Termination for Good Reason. (a) If Executive's employment is terminated (i) by the Company other than for Cause (as defined in this Section 6.1) or (ii) by executive for Good Reason (as defined in this Section 6.1) prior to the Termination Date, Executive shall receive a severance payment equal to two (2) times the sum of (i) the base Salary in effect immediately prior to the event giving rise to such termination and (ii) the Bonus earned, if any, for the fiscal year immediately preceding the fiscal year in which the event giving rise to such termination occurs. The severance payment shall be payable over a period of two (2) years in accordance with the ordinary payroll practices of the Company, but no less frequently than semi-monthly following such termination of employment. In addition, the Company shall pay to Executive (i) any earned but unpaid Bonus of Executive with respect to the fiscal year preceding this termination and (ii) any earned but unpaid Bonus of Executive with respect to the fiscal year in which his termination occurs, multiplied by a fraction, the numerator of which is the number of days during such fiscal year that Executive was employed by the Company, and the denominator of which is 365.
Termination Other than for Cause; Termination for Good Reason i) If the Company terminates Executive's employment pursuant to Paragraph 8(b) above or Executive terminates his employment with the Company for Good Reason in both cases prior to a Change in Control of the Company or at any time other than within the two (2) years immediately following a Change in Control, then in lieu of any benefits payable pursuant to the Company's Executive Severance Policy (so long as the compensation and benefits payable hereunder equal or exceed those payable under said Policy) and in complete satisfaction and discharge of all of its obligations to Executive hereunder (other than obligations that arise under Paragraphs 10 or 11 hereof), the Company shall, while Executive is not in breach of the provisions of Paragraph 7 hereof; provided any such suspended payments and/or benefits shall resume once any such breach has been cured, (A) continue Executive's then base salary, without increase, for the remainder of the Term of this Agreement but in no event for a period of less than two years following such termination of employment (such greater of the remainder of the Term or two (2) years shall be referred to as the "Severance Period"), (B) continue Executive's incentive award compensation under the terms of the Company's MIP for each fiscal year ending with or within the Severance Period, such MIP awards to be equal, in each case, to 100% of Executive's Individual Target Award existing at the time of his termination of employment, (C) provide Executive with lifetime (x) coverage under the Company's Executive Medical Plan and financial counseling program and (y) office space and secretarial support services as may be suitable and adequate for Executive's needs, (D) continue Executive's participation in the Deferred Compensation Administration Plan II, and Executive's automobile allowance for the Severance Period, (E) subject to the express special forfeiture and repayment provisions of the respective plans (or the terms and conditions applicable thereto), continue the accrual and vesting of Executive's rights, benefits and existing awards for the Severance Period for purposes of the EBRP and ESBP (with Executive's benefits, for purposes of those two plans only, calculated on the basis of Executive receiving (x) Approved Retirement (as defined in the EBRP) commencing on the expiration of this Agreement and, (y) with respect to the EBRP, a benefit calculated at the maximum level of 60% of Average Final Compensation (as defined in the EB...
Termination Other than for Cause; Termination for Good Reason. In the event Executive’s employment is terminated by the Company in a Termination Other Than for Cause, or by Executive in a Termination for Good Reason, Executive will be paid as severance pay an amount equal to sixty percent (60%) of Executive’s Base Salary for the period commencing on the date that Executive’s employment is terminated and ending on the Termination Date, on the dates specified in Section 3.1 for payment of Executive’s then current Base Salary.
Termination Other than for Cause; Termination for Good Reason. If the Employee's employment is terminated by the Company other than for Cause, or if Employee shall terminate his employment for Good Reason, then Employee shall be entitled to receive, within thirty (30) days of termination, a lump sum payment equal to the sum of his annualized base salary in the year of termination and profit sharing bonus (as calculated below) for the greater of (i) the balance of the Initial Term, or (ii) for three (3) years, plus all accrued and unpaid benefits (including the awarding of any shares of restricted stock that have not yet been awarded under Paragraph 3(b) hereof) that Employee would have earned or accrued during such period had his employment not been so terminated (including years of service and participation for such period under the Executive Benefit Plan) to the extent permitted by law or under the terms of any qualified welfare or pension plan (collectively, the "Severance Payment"). The Employee's profit sharing bonus for purposes of this Paragraph 5(c) shall be calculated by applying the average of the two highest percentages used to calculate the amounts earned by Employee under the Incentive Plan in any of the five (5) immediately preceding years.
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Termination Other than for Cause; Termination for Good Reason. Non-Renewal of the Term. lf either (i) during the Term, (A) the Company terminates the Executive’s employment, for any reason other than for Cause, death or Disability, or (B) the Executive terminates his employment for Good Reason, or (ii) the Executive terminates his employment at the end of the Term and the Company has previously given notice to the Executive that the Term will not be extended, then the Company shall pay the amounts and provide the benefits, subject to and in accordance with Section 5(e) hereof, in each case as set forth in paragraphs A through F below.

Related to Termination Other than for Cause; Termination for Good Reason

  • Termination Without Cause; Termination for Good Reason If the Company shall terminate the Executive’s employment, other than for Cause, or the Executive shall terminate his employment for Good Reason, then;

  • Termination for Cause; Resignation Without Good Reason If the Company terminates Executive’s employment with the Company for Cause, or Executive resigns without Good Reason, then Executive will not be entitled to any further compensation from the Company (other than accrued salary, and accrued and unused vacation, through Executive’s last day of employment), including severance pay, pay in lieu of notice or any other such compensation.

  • Termination for Cause; Voluntary Termination If at any time during the Term the Executive’s employment with the Company is terminated pursuant to Section 4.6 or 4.7, the Executive shall be entitled to only the following:

  • Termination Without Cause; Resignation for Good Reason (i) The Company may terminate Executive’s employment with the Company at any time without Cause (as defined below). Further, Executive may resign at any time for Good Reason (as defined below).

  • Termination for Cause If Vendor fails to materially perform pursuant to the terms of this Agreement, TIPS shall provide written notice to Vendor specifying the default. If Vendor does not cure such default within thirty (30) days, TIPS may terminate this Agreement, in whole or in part, for cause. If TIPS terminates this Agreement for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience.

  • Termination for Good Reason Executive shall have the right at any time to terminate his employment with the Company upon not less than thirty (30) days prior written notice of termination for Good Reason (defined below). For purposes of this Agreement and subject to the Company’s opportunity to cure as provided in Section 4(c) hereof, Executive shall have Good Reason to terminate his employment hereunder if such termination shall be the result of:

  • Termination for Cause or Other Than for Good Reason If during the Term the Executive’s employment shall be terminated by the Company for Cause or by the Executive for other than Good Reason, this Agreement shall terminate without further obligation on the part of the Company to the Executive, other than the Company’s obligation to pay the Executive the Accrued Obligations to the extent theretofore unpaid.

  • Termination Without Cause or Termination for Good Reason (a) The Company may terminate the Executive's employment hereunder without Cause, and the Executive shall be permitted to terminate his employment hereunder for Good Reason (as hereinafter defined). If the Company terminates the Executive's employment hereunder without Cause, other than due to death or Disability, or if the Employee effects a termination for Good Reason, the Executive shall be entitled to receive all the benefits provided for under Section 3.6 of this Agreement.

  • Voluntary Termination; Termination for Cause If Executive’s employment with the Company terminates voluntarily by Executive or for “Cause” by the Company, then (i) all vesting of the Option will terminate immediately and all payments of compensation by the Company to Executive hereunder will terminate immediately (except as to amounts already earned), and (ii) Executive will only be eligible for severance benefits in accordance with the Company’s established policies as then in effect.

  • Voluntary Termination for Good Reason “Voluntary Termination for Good Reason” shall mean the Employee voluntarily resigns after the occurrence of any of the following (i) without the Employee’s express written consent, a material reduction of the Employee’s duties, title, authority or responsibilities, relative to the Employee’s duties, title, authority or responsibilities as in effect immediately prior to such reduction, or the assignment to Employee of such reduced duties, title, authority or responsibilities; provided, however, that a reduction in duties, title, authority or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Senior Vice-President of a business unit of the Company remains as such following a Change of Control) shall not by itself constitute grounds for a “Voluntary Termination for Good Reason;” (ii) without the Employee’s express written consent, a material reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) a reduction by the Company in the base salary of the Employee as in effect immediately prior to such reduction; (iv) a material reduction by the Company in the aggregate level of employee benefits, including bonuses, to which the Employee was entitled immediately prior to such reduction with the result that the Employee’s aggregate benefits package is materially reduced (other than a reduction that generally applies to Company employees); (v) the relocation of the Employee to a facility or a location more than thirty-five (35) miles from the Employee’s then present location, without the Employee’s express written consent; (vi) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 7(a) below; or (vii) any act or set of facts or circumstances which would, under California case law or statute constitute a constructive termination of the Employee.

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