Termination Payments Sample Clauses
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Termination Payments. In the event Employee's employment is terminated under this Agreement prior to the expiration of the Term pursuant Section 3.2.1(b), Section 3.2.2(a) or Section 3.2.3, the Employer shall pay to the Employee as severance pay and liquidated damages a lump sum amount equal to the product of (a) Average Monthly Compensation multiplied by (b) the number of months (including partial months) from the effective date of the termination through the then unexpired portion of the Term or, if greater, twelve. In addition, from the effective date of the termination through the then unexpired portion of the Term (or, if greater, for a period of twelve months following the effective date of the termination (the "Severance Period"), the Employer shall continue to provide the Employee the benefits described in Section 4.6 and Section 4.8 and shall pay an amount equal to what would be the Employee's cost of COBRA health continuation coverage for the Employee and eligible dependents for the greater of the Severance Period or the period during which the Employee and those eligible dependents are entitled to COBRA health continuation coverage from the Employer. Notwithstanding any other provision of this Agreement to the contrary, if the aggregate of the payments provided for in this Agreement and the other payments and benefits which the Employee has the right to receive from the Employer (the "Total Payments") would constitute a "parachute payment," as defined in Section 280G(b)(2) of the Internal Revenue Code, as amended (the "Code"), the Employee shall receive the Total Payments unless the (a) after-tax amount that would be retained by the Employee (after taking into account all federal, state and local income taxes payable by the Employee and the amount of any excise taxes payable by the Employee under Section 4999 of the Code that would be payable by the Employee (the "Excise Taxes")) if the Employee were to receive the Total Payments has a lesser aggregate value than (b) the after-tax amount that would be retained by the Employee (after taking into account all federal, state and local income taxes payable by the Employee) if the Employee were to receive the Total Payments reduced to the largest amount as would result in no portion of the Total Payments being subject to Excise Taxes (the "Reduced Payments"), in which case the Employee shall be entitled only to the Reduced Payments. If the Employee is to receive the Reduced Payments, the Employee shall be entitled to deter...
Termination Payments. In the event of termination of the employment of Executive, all compensation and benefits set forth in this Agreement shall terminate except as specifically provided in this paragraph 4:
Termination Payments. In the event of a termination under Section 6.5(a), termination payment to the Operator or refund to AHS, if any, shall be promptly and mutually agreed to by AHS and the Operator, based on:
(a) that portion of the Services satisfactorily performed to the date of the cancellation in accordance with the terms of this Agreement; and
(b) reasonable and necessary expenses directly resulting from the termination, all as substantiated by documentation satisfactory to and verified by AHS. The Operator shall not be entitled to any loss of prospective profits, contribution to overhead or incidental, consequential or other damages because of such termination.
Termination Payments. (a) If Executive’s employment with the Company is terminated prior to the expiration of the Term (x) by the Company for any reason other than for Cause or disability, or (y) by Executive for Good Reason, then the Company will, subject to Executive satisfying the conditions in Section 11(c), provide the following severance benefits:
(i) pay to Executive severance pay in the aggregate amount equal to the greater of (A) his current annual Base Salary and (B) his total actual compensation (including any bonus paid) for the prior year, payable in substantially equal installments on the Company’s regular payroll schedule over a twelve (12) month period following the Termination Date, beginning on the Company’s first regular payroll date after the expiration of all rescission periods applicable to the release described in Section 11(c);
(ii) promptly pay to Executive in cash any portion of that year’s annual potential Bonus that was earned but unpaid as of the Termination Date; and
(iii) if Executive is eligible for and elects continuation of group medical and/or dental insurance coverage with the Company following the Termination Date (for himself and/or his family, as applicable) in accordance with applicable laws and plans, reimburse Executive for the premium costs of such continuation coverage, at the same level of coverage that was in effect as of the Termination Date, for up to twelve (12) consecutive months following the Termination Date or, if earlier, until such continuation coverage is no longer available to Executive under applicable laws and plans.
(b) If Executive’s employment with the Company is terminated due to Executive’s death or disability, Executive’s resignation other than for Good Reason, termination by the Company for Cause, or expiration of the Term, Executive shall be entitled to compensation and benefits accrued through the Termination Date in accordance with the terms hereof or any applicable employee benefit plan, including any portion of that year’s annual potential Bonus that was earned but unpaid as of the Termination Date, but shall not be entitled to any other pay or benefits from the Company, unless otherwise agreed to in writing by Executive and the Company.
(c) Notwithstanding the foregoing provisions of this Section 11, the Company will not be obligated to make any payments to Executive under Section I 1(a)(i) or (iii) hereof unless: Executive has signed a release of claims in favor of the Company and its affiliates and relate...
Termination Payments. (i) Upon Termination of this Agreement on account of Developer’s Event of Default, the Authority shall be entitled to receive Termination Payment equal to 2 (two) times the Fee payable by the Developer as on the anniversary of entering into this Agreement immediately succeeding the Termination Date and appropriate the Performance Security.
(ii) Upon Termination of this Agreement on account of the Authority Event of Default, the Authority shall pay to the Developer, Termination Payment equal to 100% of the Book Value and shall release the Performance Security, subsisting if any.
Termination Payments. In the event Executive’s employment is terminated under this Agreement prior to the expiration of the Term pursuant to Section 3.3.1(b), Section 3.3.2(a), or Section 3.3.3, the Company shall pay to the Executive as severance pay and liquidated damages a lump sum amount equal to the product of the (a) Average Monthly Compensation multiplied by (b) Twenty-Four (24), which amount shall be in lieu of any other severance benefits that the Executive might otherwise have been entitled to under any other plan, practice, arrangement or agreement of the Company. In addition, for a period of twenty-four months following the effective date of the termination (the “Severance Period”), the Company may continue to provide to the Executive, to the extent practicable, the benefits described in Section 4.3; provided, however, that in lieu of providing health benefits, the Company shall pay the Executive an amount equal to the difference between (x) the cost of COBRA health continuation coverage that would be charged by the Company to a former employee and eligible dependents for the greater of the Severance Period or the period during which the Executive and his eligible dependents are entitled to COBRA health continuation coverage from the Company and (y) the amount for which the Executive would have been responsible to pay under the health benefit plans in effect for the Executive immediately prior to his termination. To the extent the Company determines that the continuation of any other benefits by the Company is not practicable, the Company shall pay the Executive an amount equal to what would have been the Company’s cost of providing the coverage for such benefits during the Severance Period to the Executive and his eligible dependents as if the coverage had continued. Notwithstanding the above provisions of this Section 3.4, the Company may elect to retain the Executive on the payroll of the Company or an Affiliate (with existing benefits continuing through standard payroll deduction) for all or any part of the Severance Period in lieu of the payment of a lump sum; provided that such election by the Company shall not reduce the total amount due to Executive by the Company pursuant to this Section 3.4. Notwithstanding any other provision of this Agreement to the contrary, if the aggregate of the payments provided for in this Agreement and the other payments and benefits which the Executive has the right to receive from the Company (the “Total Payments”) would constitu...
Termination Payments. In the event of termination of the Employee’s employment during the Employment Period, all compensation and benefits set forth in this Agreement shall terminate except as specifically provided in this Section 5.
Termination Payments. In the event of termination of the Executive’s employment during the Term, all compensation and benefits shall terminate, except as specifically provided in this Section 5.
5.1 Termination by the Company Other Than for Cause or by the Executive for Good Reason If during the Term the Company terminates the Executive’s employment other than for Cause or the Executive terminates the Executive’s employment for Good Reason, the Executive shall be entitled to:
(a) receive payment of the following accrued obligations (the “Accrued Obligations”):
(i) the Executive’s then current annual base salary through the Date of Termination to the extent not theretofore paid;
(ii) any compensation previously deferred by the Executive (together with accrued interest or earnings thereon, if any); and
(iii) any accrued vacation pay that would be payable under the Company’s standard policy, in each case to the extent not theretofore paid;
(b) for nine (9) months after the Date of Termination or until the Executive qualifies for comparable medical and dental insurance benefits from another employer, whichever occurs first, the Company shall pay the Executive’s premiums for health insurance benefit continuation for the Executive and the Executive’s family members, if applicable, that the Company provides to the Executive under the provisions of the federal Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), to the extent that the Company would have paid such premiums had the Executive remained employed by the Company (such continued payment is hereinafter referred to as “COBRA Continuation”); and
(c) an amount as severance pay equal to seventy five percent (75%) of the Executive’s then current annual base salary for the fiscal year in which the Date of Termination occurs, subject to payment as set forth in Sections 5.5 and 5.9 hereof.
Termination Payments. The Executive shall be entitled to certain payments from the Company upon termination of his employment as follows:
Termination Payments. If the Employee's employment with the Company terminates for whatever reason, the Company will pay the Employee any portion of the Salary accrued hereunder on or prior to the date of termination but not paid. If the Employee's employment with the Company terminates pursuant to Section 6(a)(vi) or Section 6(a)(vii)(x) hereof, the Company will pay the Employee any portion of Employee's bonus compensation pursuant to Section 3(c) hereof which has accrued hereunder on or prior to the date of termination but has not been paid (the "Prorata Bonus"). The Prorata Bonus shall be calculated by: (i) annualizing the Company's performance through the date of termination for the fiscal year in question; (ii) determining the bonus compensation due to the Employee pursuant to Section 3(c) hereof on the basis of the Company's annualized results for the fiscal year in question; and (iii) prorating the bonus compensation based on the number of weeks worked by the Employee during the fiscal year in question. Except for purposes of this Section 7, the Employee's bonus compensation pursuant to Section 3(c) for any fiscal year shall not be deemed to have been accrued prior to the completion of the fiscal year in question. If the Employee's employment with the Company terminates pursuant to Section 6(a)(vi) or Section 6(a)(vii)(x) hereof, the Company will continue to pay the Employee an amount equal to the Employee's Salary (at the salary rate in effect on the date of termination of the Employee's employment hereunder) for the remainder of the term of this Agreement. The foregoing payments upon termination shall constitute the exclusive payments due the Employee upon termination under this Agreement, but shall have no effect on any benefits which may be due the Employee under any plan of the Company which provides benefits after termination of employment.