Without Cause by Employer; Material Breach by Employer; Non-Renewal by Employer Sample Clauses

Without Cause by Employer; Material Breach by Employer; Non-Renewal by Employer. In the event that the Employment Term is terminated by Employer pursuant to Section 3.2.5 hereof or by Executive pursuant to Section 3.2.6 hereof, or is not renewed by Employer pursuant to Section 3.1 hereof, Employer shall pay to Executive severance in an amount equal to two (2) times his Base Amount (the “Severance Amount”). Executive shall retain all vested benefits granted pursuant to Section 2.3 hereof. For purposes hereof, “Base Amount” shall mean the sum of Executive’s Base Salary in effect on the Date of Termination, and if Executive’s termination is not a result of, in whole or in part, Executive’s performance in respect of his duties hereunder, the amount of Executive’s last annual cash bonus pursuant to Section 2.2 hereof. The Employer shall pay the Severance Amount in installments, and shall first determine the amount of each installment payment if the Severance Amount were paid in equal semimonthly installments for two (2) years (the “Installment Payment”) commencing on the forty-fifth (45th) day after the Date of Termination. The Employer shall then withhold and accumulate the Installment Payments payable beginning on the forty-fifth (45th) day after the Date of Termination through the end of the sixth (6th) month after the Date of Termination (the time period, the “Severance Holdback Period”) (the withheld payments, the “Severance Holdback Amounts”). The Employer shall pay the Severance Holdback Amounts in a single lump sum on the first (1st) day of the seventh (7th) month after the Date of Termination (the “Severance Delayed Payment Date”). The Severance Holdback Amounts paid to the Executive on the Severance Delayed Payment Date are to accrue interest from the date each Severance Holdback Amount would have been paid during the Severance Holdback Period absent the holdback requirement until the Severance Delayed Payment Date. The interest rate is the prime rate as published in The Wall Street Journal seven (7) days prior to the Severance Delayed Payment Date. The Employer shall pay the accrued interest on the Severance Delayed Payment Date. From the Severance Delayed Payment Date through the end of two (2) years after the forty-fifth (45th) day after the Date of Termination, the Employer shall pay the Installment Payments semimonthly. Payment of the Severance Amount is subject to Executive’s continued compliance with the terms of Section 4. The Employer shall also pay any annual bonus earned but unpaid as of the Date of Termination for any ...
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Without Cause by Employer; Material Breach by Employer; Non-Renewal by Employer. In the event that the Employment Term is terminated by Employer pursuant to Section 3.2.5 hereof or by Executive pursuant to Section 3.2.6 hereof, or is not renewed by Employer pursuant to Section 3.1 hereof, Employer shall pay to Executive severance in an amount equal to two (2) times his Base Amount. For purposes hereof, “Base Amount” shall mean the Base Salary in effect at such applicable time plus, if Executive’s termination is not a result of, in whole or in part, Executive’s performance in respect of his duties hereunder, the amount of Executive’s last annual cash bonus pursuant to Section 2.3 hereof. Any payments made in accordance with this Section 3.3.2 shall be made in twenty-four (24) equal monthly installments from the Date of Termination in accordance with Employer’s regular payroll practices, subject to Executive’s continued compliance with the terms of Section 4 hereof and the execution by Executive of Employer’s standard form Release Agreement in effect at the time.
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Without Cause by Employer; Material Breach by Employer; Non-Renewal by Employer. In the event that the Employment Term is terminated by Employer pursuant to Section 3.2.5 hereof or by Executive pursuant to Section 3.2.6 hereof, or is not renewed by Employer pursuant to Section 3.1 hereof, Employer shall pay to Executive severance, subject to Executive’s continued compliance with the terms of Section 4, in an amount equal to two (2) times his Base Salary as in effect on the Date of Termination, and Executive shall retain all vested benefits granted pursuant to Section 2.3 hereof, plus, if Executive’s termination is not, as set forth in the Notice of Termination, a result of, in whole or in part, Executive’s performance in respect of his duties hereunder, the amount of Executive’s last annual cash bonus pursuant to Section 2.2 hereof (the “Severance Amount”) Any payments made in accordance with this Section 3.3.2 shall be made in equal semimonthly installments in accordance with Employer’s regular payroll practices, for a term ending on the earlier of the end of the current Employment Term, and two and one-half months after the end of the Executive’s taxable year in which the Employment Term is terminated, or, if upon agreement of Executive and Employer, in a lump sum within thirty (30) days of the Date of Termination. In addition, no payment may be made under this Section 3.3.2 on Executive’s Termination under Section 3.2.6 unless Executive terminated the Employment Term during the six (6) months immediately following his initial identification of a material breach, as required under Section 3.2.6. Payment of the Severance Amount is subject to Executive’s continued compliance with the terms of Section 4 hereof and the execution by Executive within thirty (30) days after the Date of Termination of Employer’s standard form Release Agreement in effect at the Date of Termination. No payments shall be made prior to execution of the Release Agreement.
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Related to Without Cause by Employer; Material Breach by Employer; Non-Renewal by Employer

  • Termination by Employer (i) Employer may terminate this Agreement upon written notice for Cause. For purposes hereof, "

  • Termination by Employer for Cause Employer may terminate Employee’s employment hereunder for “Cause” upon notice to Employee. “Cause” for this purpose shall mean any of the following:

  • Termination by Employee Employee may terminate his employment under this Agreement by 60 days' written notice to the Company.

  • Termination by Employee with Good Reason Employee may terminate his employment with Good Reason by providing the Company thirty (30) days’ written notice setting forth with reasonable specificity the event that constitutes Good Reason, which written notice, to be effective, must be provided to the Company within sixty (60) days of the occurrence of such event. During such thirty (30) day notice period, the Company shall have a cure right (if curable), and if not cured within such period, Employee’s termination will be effective upon the date immediately following the expiration of the thirty (30) day notice period, and Employee shall be entitled to the same payments and benefits as provided in Section 8(d) above for a termination without Cause, it being agreed that Employee’s right to any such payments and benefits shall be subject to the same terms and conditions as described in Section 8(d) above. Following such termination of Employee’s employment by Employee with Good Reason, except as set forth in this Section 8(e), Employee shall have no further rights to any compensation or any other benefits under this Agreement.

  • Without Cause By Employer Employer may, at its option, at any time terminate this Agreement and Employee’s employment hereunder for no reason or for any reason whatsoever (other than for Cause or as a result of Employee’s death or Disability) by giving written notice of termination to Employee.

  • Termination by Employee for Good Reason Employee may terminate his employment hereunder for "Good Reason." As used herein, "Good Reason" shall mean the continuance of any of the following after ten (10) days' prior written notice by Employee to the Company, specifying the basis for such Employee's having Good Reason to terminate this Agreement:

  • Termination by Employee for Cause In the event of a Change of Control (as defined below) of the Company that results in either a substantial reduction or change of title in the Employee’s job duties related to his position as CFO or CEO, ,or a decrease in or a failure to provide the compensation or vested benefits under this Agreement or the Company initiates a substantial reduction or change of title in the Employee’s job duties related to his position as CFO, Employee shall have the right to resign his employment and will be entitled to a lump sum severance payment equal to twelve (12) months of Employee’s then base salary payable within thirty (30) days after the date of termination In addition, Employee will be entitled to payment of all unused vacation days at his current daily rate and a lump sum equal to all deferred salaries and earned bonuses. In addition, all Employee’s then outstanding but unvested stock options shall vest one hundred percent (100%). Employee shall have 12 months from the date written notice is given to Employee about the announcement and closing of a transaction resulting in a Change in Control of the Company that would result in a substantial change in the Employee’s job duties or decrease his compensation or vested benefits under this Agreement to resign or this Section 4(c) shall not apply. In the event Employee resigns from the Company for any other reason, Employee will not be entitled to receive or accrue any further Company benefits or other remuneration under this Agreement, and Employee specifically agrees that he will not be entitled to receive any severance pay. For purposes of this Section 4, a Change in Control shall be deemed to have occurred if any of the following occur:

  • Termination by Executive with Good Reason Executive may terminate Executive’s employment with Good Reason by providing the Company fifteen (15) days’ written notice setting forth in reasonable specificity the event that constitutes Good Reason, which written notice, to be effective, must be provided to the Company within sixty (60) days of the occurrence of such event. During such fifteen (15) day notice period, the Company shall have a cure right (if curable), and if not cured within such period, Executive’s termination will be effective upon the date immediately following the expiration of the fifteen (15) day notice period, and Executive shall be entitled to the same payments and benefits as provided in Section 8(d) above for a termination without Cause, it being agreed that Executive’s right to any such payments and benefits shall be subject to the same terms and conditions as described in Section 8(d) above. Following termination of Executive’s employment by Executive with Good Reason, except as set forth in this Section 8(e), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

  • Voluntary Termination by Employee Subject to Section 12 hereof, the Employee may voluntarily terminate employment with the Bank during the term of this Agreement, upon at least 90 days' prior written notice to the Board of Directors, in which case the Employee shall receive only his compensation, vested rights and employee benefits up to the date of his termination (unless such termination occurs pursuant to Section 10(d) hereof or within the Protected Period, in Section 12(a) hereof, in which event the benefits and compensation provided for in Sections 10(d) or 12, as applicable, shall apply).

  • Termination by Employer Without Cause or by Executive for Good Reason If Employer terminates Executive’s employment without Cause, or if Executive terminates his employment for Good Reason, Employer shall pay Executive in a lump sum: (i) all Base Salary earned and all reimbursable expenses incurred under this Agreement through such termination date; and (ii) an amount equal to one (1) times Executive’s highest Base Salary over the prior three (3) years. The amount described in 5.b.(i) herein shall be paid no later than forty-five (45) days after the day on which employment is terminated. The amount described in 5.b.(ii) herein shall be paid on the first day of the month following a period of six (6) months after the termination of employment, provided that the payment may be made sooner if either (i) the amount does not exceed the IRC Safe Harbor or (ii) at the Executive’s election, the amount described in Section 5.a.(ii) is reduced to fit within the IRC Safe Harbor. No payment will be made pursuant to Section 5.a.(ii) unless the Executive has signed a Release Agreement which has become irrevocable prior to the payment date.

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