Termination of Employment with Severance Benefits Sample Clauses
The 'Termination of Employment with Severance Benefits' clause defines the conditions under which an employee's contract may be ended and specifies the severance compensation they are entitled to receive. Typically, this clause outlines the amount of severance pay, the method of calculation (such as based on years of service or salary), and any additional benefits like continued health coverage or outplacement assistance. Its core practical function is to provide financial security to employees upon involuntary termination and to clarify the employer's obligations, thereby reducing disputes and ensuring a smoother transition for both parties.
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Termination of Employment with Severance Benefits. (a) In the event that the Officer’s employment with the Bank shall terminate during the Assurance Period, or prior to the commencement of the Assurance Period but within three (3) months of and in connection with a Change of Control as defined in section 10 of this Agreement on account of:
(i) The Officer’s voluntary resignation from employment with the Bank within ninety (90) days following:
(A) the failure of the Bank’s Board to appoint or re-appoint or elect or re-elect the Officer to serve in the same position in which the Officer was serving, on the day before the Assurance Period commenced or a more senior office;
(B) the failure of the stockholders of the Holding Company to elect or re-elect the Officer as a member of the Board, if he was a member of the Board on the day before the Assurance Period commenced;
(C) the expiration of a thirty (30) day period following the date on which the Officer gives written notice to the Bank of its material failure, whether by amendment of the Bank’s Organization Certificate or By-laws, action of the Board or the Holding Company’s stockholders or otherwise, to vest in the Officer the functions, duties, or responsibilities vested in the Officer on the day before the Assurance Period commenced (or the functions, duties and responsibilities of a more senior office to which the Officer may be appointed), unless during such thirty (30) day period, the Bank fully cures such failure;
(D) the failure of the Bank to cure a material breach of this Agreement by the Bank, within thirty (30) days following written notice from the Officer of such material breach;
(E) a reduction in the compensation provided to the Officer, or a material reduction in the benefits provided to the Officer under the Bank’s program of employee benefits, compared with the compensation and benefits that were provided to the Officer on the day before the Assurance Period commenced;
(F) a change in the Officer’s principal place of employment that would result in a one-way commuting time in excess of the greater of (I) 30 minutes or (II) the Officer’s commuting time immediately prior to such change; or
(ii) the discharge of the Officer by the Bank for any reason other than for “cause” as provided in section 9(a); then, subject to section 21, the Bank shall provide the benefits and pay to the Officer the amounts provided for under section 8(b) of this Agreement; provided, however, that if benefits or payments become due hereunder as a result of the Office...
Termination of Employment with Severance Benefits and Section 18.
Termination of Employment with Severance Benefits of the Restated Employment Agreement is amended by amending Section 9(a)(i)(A) by replacing the title Executive Vice President and Chief Financial Officer with the title President and Chief Operating Officer where it appears in Section 9(a)(i)(A).
D) Section 9.
Termination of Employment with Severance Benefits. (a) ▇▇. ▇▇▇▇▇▇▇▇▇ shall be entitled to the severance benefits described herein in the event that his employment with the Holding Company terminates during the Employment Period under any of the following circumstances:
(i) ▇▇. ▇▇▇▇▇▇▇▇▇'▇ voluntary resignation from employment with the Holding Company within ninety (90) days following:
(A) the failure of the Board to appoint or re-appoint or elect or re-elect ▇▇. ▇▇▇▇▇▇▇▇▇ to the office of Executive Vice President (or a more senior office) of the Holding Company;
(B) the failure of the stockholders of the Holding Company to elect or re-elect ▇▇. ▇▇▇▇▇▇▇▇▇ or the failure of the Board (or the nominating committee thereof) to nominate ▇▇. ▇▇▇▇▇▇▇▇▇ for such election or re-election;
(C) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇▇▇▇ gives written notice to the Holding Company of its material failure, whether by amendment of the Holding Company's Articles of Incorporation or By-laws, action of the Board or the Holding Company's stockholders or otherwise, to vest in ▇▇. ▇▇▇▇▇▇▇▇▇ the functions, duties, or responsibilities prescribed in section 3 of this Agreement, unless, during such thirty (30) day period, the Holding Company fully cures such failure in a manner determined by ▇▇. ▇▇▇▇▇▇▇▇▇, in his discretion, to be satisfactory; or
(D) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇▇▇▇ gives written notice to the Holding Company of its material breach of any term, condition or covenant contained in this Agreement (including, without limitation any reduction of ▇▇. ▇▇▇▇▇▇▇▇▇'▇ rate of base salary in effect from time to time and any change in the terms and conditions of any compensation or benefit program in which ▇▇. ▇▇▇▇▇▇▇▇▇ participates which, either individually or together with other changes, has a material adverse effect on the aggregate value of his total compensation package), unless, during such thirty (30) day period, the Holding Company fully cures such failure; or
(ii) the termination of ▇▇. ▇▇▇▇▇▇▇▇▇'▇ employment with the Holding Company for any other reason not described in section 10(a). In such event, then, the Holding Company shall provide the benefits and pay to ▇▇. ▇▇▇▇▇▇▇▇▇ the amounts described in section 9(b).
Termination of Employment with Severance Benefits. (a) ▇▇. ▇▇▇▇▇▇ shall be entitled to the severance benefits described herein in the event that his employment with the Company or the Bank terminates during the Employment Period under any of the following circumstances:
(i) ▇▇. ▇▇▇▇▇▇'▇ voluntary resignation from employment with the Company and the Bank within ninety (90) days following:
(A) the failure of the Boards to appoint or re-appoint or elect or re-elect ▇▇. ▇▇▇▇▇▇ to the office of Senior Executive Vice President, Chief Credit Officer, and Secretary (or a more senior office) of the Company and the Bank;
(B) the failure of the stockholders of the Company or the Bank to elect or re-elect ▇▇. ▇▇▇▇▇▇ as a director of the Boards or the failure of the Boards (or the nominating committee thereof) to nominate ▇▇. ▇▇▇▇▇▇ for such election or re-election;
(C) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇ gives written notice to the Company and/or the Bank of its material failure, whether by amendment of the Company's or the Bank's Organization Certificate or By-laws, action of the Boards or the Company's or the Bank's stockholders or otherwise, to vest in ▇▇. ▇▇▇▇▇▇ the functions, duties, or responsibilities prescribed in Section 3 of this Agreement, unless, during such thirty (30) day period, the Company and/or the Bank cures such failure in a manner determined by ▇▇. ▇▇▇▇▇▇ and the Boards to be satisfactory; or
(D) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇ gives written notice to the Company and/or the Bank of its material breach of any term, condition or covenant contained in this Agreement (including, without limitation any reduction of ▇▇. ▇▇▇▇▇▇'▇ rate of base salary in effect from time to time and any change in the terms and conditions of any compensation or benefit program in which ▇▇. ▇▇▇▇▇▇ participates which, either individually or together with other changes, has a material adverse effect on the aggregate value of his total compensation package), unless, during such thirty (30) day period, the Company and/or the Bank cures such failure in a manner determined by ▇▇. ▇▇▇▇▇▇ and the Boards to be satisfactory; or
(ii) ▇▇. ▇▇▇▇▇▇'▇ death; or
(iii) subject to the provisions of Section 12, the termination of ▇▇. ▇▇▇▇▇▇'▇ employment with the Company or the Bank for any other reason not described in Section 11(a).
(b) Upon the termination of ▇▇. ▇▇▇▇▇▇'▇ employment with the Company and/or the Bank under circumstances described in ...
Termination of Employment with Severance Benefits. (a) The Executive shall be entitled to the severance benefits described herein in the event that her employment with the Bank terminates during the Employment Period under any of the following circumstances:
(i) the Executive's voluntary resignation from employment with the Bank within ninety (90) days following:
(A) the failure of the Board of Directors of the Bank to appoint or re-appoint or elect or re-elect the Executive to the offices of Senior Executive Vice President and Chief Banking Officer (or a more senior office) of the Bank;
(B) the expiration of a thirty (30) day period following the date on which the Executive gives written notice to the Bank of its material failure, whether by amendment of the Bank's Articles of Incorporation or By-laws, action of the Bank's Board of Directors or the Bank's stockholders or otherwise, to vest in the Executive the functions, duties, or responsibilities prescribed in section 3 of this Agreement as of the date hereof, unless, during such thirty (30) day period, the Bank cures such failure; or
(C) the relocation of the Executive's principal place of employment, without her written consent, to a location outside of Palm Beach County or Broward County, Florida;
(ii) the termination of the Executive's employment with the Bank for any other reason not described in section 10(a). In such event, the Bank shall provide the benefits and pay to the Executive the amounts described in section 9(b).
(b) Upon the termination of the Executive's employment with the Bank under circumstances described in section 9(a) of this Agreement, the Bank shall pay and provide to the Executive (or, in the event of her death following such termination, to her estate):
(i) her earned but unpaid compensation as of the date of the termination of her employment with the Bank, such payment to be made at the time and in the manner prescribed by law applicable to the payment of wages but in no event later than thirty (30) days after termination of employment;
(ii) the benefits, if any, to which she is entitled as a former employee under the employee benefit plans and programs and compensation plans and programs maintained for the benefit of the Bank's officers and employees;
(iii) continued group life, health (including hospitalization, medical and major medical), dental, accident and long term disability insurance benefits, in addition to that provided pursuant to section 9(b)(ii), and after taking into account the coverage provided by any subseq...
Termination of Employment with Severance Benefits. The Executive shall be entitled to the severance benefits described herein in the event that his or her employment with the Company terminates during the Employment Period under any of the following circumstances:
Termination of Employment with Severance Benefits. (a) ▇▇. ▇▇▇▇▇▇▇ shall be entitled to the severance benefits described herein in the event that his employment with the Bank terminates during the Employment Period under any of the following circumstances:
(i) ▇▇. ▇▇▇▇▇▇▇’▇ voluntary resignation from employment with the Bank within ninety (90) days following:
(A) the failure of the Board to appoint or re-appoint or elect or re-elect ▇▇. ▇▇▇▇▇▇▇ to the office of President and Chief Executive Officer (or a more senior office) of the Bank;
(B) the failure of the stockholders of the Bank to elect or re-elect ▇▇. ▇▇▇▇▇▇▇ or the failure of the Board (or the nominating committee thereof) to nominate ▇▇. ▇▇▇▇▇▇▇ for such election or re-election;
(C) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇▇ gives written notice to the Bank of its material failure, whether by amendment of the Bank’s Charter or By-laws, action of the Board or the Bank’s stockholders or otherwise, to vest in ▇▇. ▇▇▇▇▇▇▇ the functions, duties, or responsibilities prescribed in section 3 of this Agreement, unless, during such thirty (30) day period, the Bank fully cures such failure in a manner determined by ▇▇. ▇▇▇▇▇▇▇, in his discretion to be satisfactory; or
(D) the expiration of a thirty (30) day period following the date on which ▇▇. ▇▇▇▇▇▇▇ gives written notice to the Bank of its material breach of any term, condition or covenant contained in this Agreement (including, without limitation any reduction of ▇▇. ▇▇▇▇▇▇▇’▇ rate of base salary in effect from time to time and any change in the terms and conditions of any compensation or benefit program in which ▇▇. ▇▇▇▇▇▇▇ participates which, either individually or together with other changes, has a material adverse effect on the aggregate value of his total compensation package), unless, during such thirty (30) day period, the Bank fully cures such failure; or
(ii) the termination of ▇▇. ▇▇▇▇▇▇▇’▇ employment with the Bank for any other reason not described in section 10(a). In such event, then, the Bank shall provide the benefits and pay to ▇▇. ▇▇▇▇▇▇▇ the amounts described in section 9(b).
(b) Upon the termination of ▇▇. ▇▇▇▇▇▇▇’▇ employment with the Bank under circumstances described in section 9(a) of this Agreement, the Bank shall pay and provide to ▇▇. ▇▇▇▇▇▇▇ (or, in the event of his death, to his estate):
(i) his earned but unpaid compensation as of the date of the termination of his employment with the Bank, such payment to be made at the time and in the...
Termination of Employment with Severance Benefits. Executive shall be entitled to the severance benefits described in Section 11 hereof in the event that his employment with the Company or the Bank terminates during the Employment Period under any of the following circumstances:
(a) prior to a Change in Control, as defined in Section 14 hereof:
(i) If in the event the Executive shall not hold any one of the positions of Chairman and Chief Executive Officer for reasons other than for Disability, Retirement, Voluntary Resignation or Cause, or
(ii) In the event of a material breach of this Agreement by Company, provided that he first resigns from all positions with the Bank and Company. If the right to severance benefits should arise pursuant to the terms of this paragraph, the Board, after first having received thirty (30) days written notice, may take such steps as necessary to cure, correct and/or reinstate the Executive and if such cure, correction and/or reinstatement is effected promptly after receipt of notice; no severance benefits shall be payable.
(b) subsequent to a Change in Control, as defined in Section 14:
(i) Executive's voluntary resignation from employment with the Company and the Bank and Executive's voluntary resignation of membership with the Board and Bank Board; or
(ii) the termination by the Company or the Bank of Executive's employment hereunder, for any reason, other than Death, Disability or Cause.
Termination of Employment with Severance Benefits. (a) Executive shall be entitled to the severance benefits described in section 9(b) herein in the event that his employment with the Company or the Bank terminates during the Employment Period under any of the following circumstances:
(i) Executive's voluntary resignation from employment with the Company within ninety (90) days following: (A) the failure of the Board to appoint or re-appoint or elect or re-elect Executive to the position stated in section 3 of this Agreement (or a more senior office of the Company) or the failure of the Bank Board to appoint or re-appoint or elect or re-elect Executive to the position stated in section 3 of this Agreement (or a more senior position of the Bank);