Termination Without Cause in Connection with Change of Control Sample Clauses

Termination Without Cause in Connection with Change of Control. In the event that Xx. Xxxxxx’x employment as President and Chief Executive Officer is terminated involuntarily by the Board without Cause in connection with a “change of control” (as defined below) of the Company: i) Xx. Xxxxxx shall be entitled to receive the benefits provided in Section 4(a) above; ii) all stock options granted to Xx. Xxxxxx that are then unvested shall immediately vest; and iii) Xx. Xxxxxx shall receive pro rata Incentive Bonuses for the period during which he is receiving payments under Section 4(a)(2), equal to the average Incentive Bonus he received in each of the three years immediately prior to the termination or, if less than three years’ of bonus history is available, his target bonus for the year in which the termination occurs. For purposes of this Agreement, a “change of control” means that any of the following events has occurred:
Sample 1Sample 2
AutoNDA by SimpleDocs
Termination Without Cause in Connection with Change of Control. If (1) within twenty four (24) months after a Change of Control the Company terminates the Executive’s employment with the Company without Cause or (2) within twenty four (24) months after a Change of Control the Executive resigns for Good Reason (defined below), and the Executive signs and does not revoke a release of claims with the Company (in a form reasonably acceptable to the Company and Executive) and provided that such release of claims becomes effective no later than sixty (60) days following the termination date or such earlier date required by the release agreement, then the Executive will receive the following:
Sample 1
Termination Without Cause in Connection with Change of Control. In the event that the Term and Xx. Xxxxxxx’x employment as Interim President and Chief Executive Officer is terminated involuntarily by the Board without Cause in connection with a Change of Control of the Company: (i) the Company shall pay Xx. Xxxxxxx in a lump sum two (2) times an amount equal to his annual Base Salary then in effect as of the date of termination, within thirty (30) days after the date of his termination of employment; (ii) all stock options granted to Xx. Xxxxxxx that are then unvested shall immediately vest; (iii) Xx. Xxxxxxx shall receive a lump sum payment equal to two times the target Incentive Bonus; and (iv) the Company shall pay Xx. Xxxxxxx all other compensation accrued, but unpaid, up to the date of his termination.
Sample 1
Termination Without Cause in Connection with Change of Control. In the event that Xx. Xxxxxx’x employment as President and Chief Executive Officer is terminated involuntarily by the Board without Cause in connection with a Change of Control of the Company: i) Xx. Xxxxxx shall be entitled to receive the benefits provided in Section 4(a) above; ii) all stock options granted to Xx. Xxxxxx that are then unvested shall immediately vest; and iii) Xx. Xxxxxx shall receive a lump sum payment equal to two times the average Incentive Bonus he received in each of the three years immediately prior to the termination or, if less than three years’ of bonus history is available, his target bonus for the year in which the termination occurs. The Incentive Bonus payment shall be paid in a lump sum within thirty (30) days after the date of his termination of employment.
Sample 1

Related to Termination Without Cause in Connection with Change of Control

  • Termination without Cause or Resignation for Good Reason in Connection with a Change of Control If the Company terminates Executive’s employment with the Company without Cause (excluding death or Disability) or if Executive resigns from such employment for Good Reason, and, in each case, such termination occurs during the Change of Control Period, then subject to Section 4, Executive will receive the following:

  • Termination in Connection with Change of Control If Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within sixty (60) days prior to or twelve (12) months following a Change of Control, Executive shall be entitled to receive, in lieu of any severance benefits to which Executive may otherwise be entitled under any severance plan or program of the Company, the benefits provided below:

  • Termination Without Cause The Company may terminate the Executive’s employment hereunder at any time without Cause. Any termination by the Company of the Executive’s employment under this Agreement which does not constitute a termination for Cause under Section 3(c) and does not result from the death or disability of the Executive under Section 3(a) or (b) shall be deemed a termination without Cause.

  • Termination in Connection with a Change of Control If the Executive’s employment is terminated by the Company other than for Cause or by the Executive for Good Reason during the Effective Period, then the Executive shall be entitled to receive the following from the Company:

  • Involuntary Termination in Connection with a Change in Control Notwithstanding anything contained herein, in the event of an Involuntary Termination prior to a Change in Control, if the Involuntary Termination (1) was at the request of a third party who has taken steps reasonably calculated to effect such Change in Control or (2) otherwise arose in connection with or in anticipation of such Change in Control, then the Executive shall, in lieu of the payments described in Section 4 hereof, be entitled to the Post-Change in Control Severance Payment and the additional benefits described in this Section 5 as if such Involuntary Termination had occurred within two (2) years following the Change in Control. The amounts specified in Section 5 that are to be paid under this Section 5(h) shall be reduced by any amount previously paid under Section 4. The amounts to be paid under this Section 5(h) shall be paid within sixty (60) days after the Change in Control Date of such Change in Control.

  • Termination in Connection with a Change in Control a. For purposes of this Agreement, a “

  • Termination With or Without Cause Notwithstanding any provision to the contrary in this Agreement, the Authority shall have the right to terminate this Agreement without cause by providing the Consultant thirty (30) days’ notice by registered mail, return receipt requested, or overnight express mail. Any provisions of this Agreement which expressly or by implication are intended to survive its termination or expiration will survive and continue to bind the Parties. The Authority shall also have the right to terminate this Agreement immediately, without prior notice, if the Consultant incurs in negligence, abandonment of its obligations and/or breach of the terms of the Agreement. The Consultant may terminate this Agreement if it determines any part of the services rendered hereunder would be in conflict with law or professional standards.

  • Termination Without Just Cause In the case of a termination of Executive’s employment hereunder Without Just Cause in accordance with Section 1.6.6, Executive shall be entitled to the following in lieu of any other compensation or benefits (under Section 1.4 of this Agreement or otherwise) from Employer:

  • Termination Without Cause or With Good Reason If Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason, the Company shall pay to Executive:

  • Termination With Cause The Master Servicer may, at its sole option, terminate any rights the Primary Servicer may have hereunder with respect to any or all of the Mortgage Loans, as provided in Section 4.01 of this Agreement upon the occurrence of a Primary Servicer Termination Event. Any notice of termination shall be in writing and delivered to the Primary Servicer as provided in Section 6.05 of this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.