At-Will Employment; Severance. You will have no set term of employment, and your employment will be at will. If your employment is terminated before a Change in Control either by the Company without Cause or by you for Good Reason, then the Company shall continue to pay you your then current base salary as of the date of termination for six months thereafter. In addition, upon any termination that entitles you to the foregoing severance benefits, the Company will also continue your coverage under the Company’s medical benefit plan for twelve months at the active-employee premium rate. If your employment is terminated on the date of or within 18 months following a Change in Control either by the Company or its successors without Cause or by you for Good Reason, then the Company shall: (1) continue to pay you your then current base salary as of the termination date for 18 months thereafter, (2) pay you 150% of your then current target annual bonus (based on your target annual bonus in effect in the period in which you are terminated), and (3) continue your medical coverage under the Company’s medical benefit plan for 18 months at the active-employee premium rate. The continuation of base salary will be paid in substantially equal installments over the 18-month severance period in accordance with the Company’s standard payroll practices with respect to active employees, but not less frequently than monthly. The payment of your bonus will be made in a lump sum at such time as bonuses are generally paid to employees during the period in which you are terminated. Notwithstanding the preceding two sentences, if Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), would cause the imposition of an excise tax on the salary continuation severance payment or bonus award severance payment if paid as aforesaid, then payment of the salary continuation severance payment and bonus award severance payment shall be ordered so as to avoid the imposition of the excise tax, as follows: (i) as much of the bonus award severance payment as may be paid without the imposition of the excise tax shall be paid as aforesaid, and any remaining portion of the bonus award severance payment shall be paid upon the day following the six-month anniversary of the termination date; and (ii) if any installments of the salary continuation payment may be paid (in whole or in part) as aforesaid without the imposition of the excise tax, then such installments shall be paid as aforesaid, and the remaining ins...
At-Will Employment; Severance. Your employment with the Company is at-will. This at-will employment relationship cannot be changed except in writing signed by an executive officer of the Company. You may terminate your employment with the Company at any time and for any reason whatsoever simply by notifying the Company. Likewise, the Company may terminate your employment at any time and for any reason whatsoever, with or without Cause (as defined below) or advance written notice. In the event that your employment is terminated by the Company (a) for any reason other than for Cause, death or Disability (as defined below), or (b) by you for Good Reason (as defined below), subject to your continued compliance with the Employee Confidential Information and Inventions Agreement, as described Prometheus Biosciences | 0000 Xxxxxxx Xxxx Drive, San Diego, CA 92121 | main 000.000.0000 | fax 000.000.0000 | xxxxxxxxxxxxxxxxxxxxx.xxx below, and the effectiveness of your Release (as defined below), you will be entitled to receive, in addition to the Accrued Obligations (as defined below), the following severance benefits:
At-Will Employment; Severance. The Executive’s employment with the Company is on an at-will basis. If terminated by the Company for any reason other than Cause, including a Change in Control, or if terminated by the Executive for Good Reason, the Company shall provide severance to the Executive, payable in accordance with the Company’s normal payroll practice, of Executive’s Base Salary for 12 months following Executive’s termination, accrued vacation, and any reimbursement of all business and professional development expenses incurred but not yet reimbursed. In addition the Company shall reimburse the Executive for COBRA payments by the Executive for 12 months following termination by the Company for any reason other than Cause or termination by the Executive for Good Reason.
At-Will Employment; Severance. Your employment is “at will,” meaning you or the Company may terminate it at any time for any or no reason at which time you will be entitled to Accrued Obligations, defined as (1) the portion of your Base Salary that has accrued prior to any termination of your employment with the Company and has not yet been paid, (2) an amount equal to the value of your accrued unused vacation days and (3) the amount of any expenses properly incurred by you on behalf of the Company prior to any such termination and not yet reimbursed and to no other compensation, provided, however, in the event the Company terminates your employment without Cause (as defined below), in addition to the Accrued Obligations, the Company shall provide to you the following termination benefits (the “Termination Benefits”):
At-Will Employment; Severance. The Executive’s employment with the Company is on an at-will basis. If terminated by the Company for any reason other than Cause, including a change of control, or by the Executive for Good Reason, the Company shall provide severance to the Executive, payable in accordance with the Company’s normal payroll practice, of six month’s Base Salary in the event of termination on or before August 17, 2011 and 12 month’s Base Salary in the event of termination after August 17, 2011, in each case as well as any and accrued vacation and reimbursement of all business and professional development expenses incurred but not yet reimbursed.
At-Will Employment; Severance. The Executive’s employment with the Company is on an at-will basis. If terminated by the Company for any reason other than Cause, including a Change in Control, or by the Executive for Good Reason, the Company shall provide severance to the Executive, payable in installments, each of which shall be considered a separate “payment” for purposes of Section 409A of the Internal Revenue Code (“Section 409A”), in accordance with the Company’s normal payroll practice, of (i) six month’s Base Salary if termination is effective on or prior to earlier of the date that the Executive purchases a home in the Denver, Colorado metropolitan area (or signs a rental lease for at least 12 months for such a home) or July 31, 2013 (the “Trigger Date”), and 12 month’s Base Salary if termination is thereafter, (ii) the Executive’s Annual Bonus for the fiscal year prior to the fiscal year in which the termination occurs to the extent not paid prior to termination, (iii) if termination is effective on or after the Trigger Date an Annual Bonus of 120% of the then-current Base Salary, (iv) Base Salary through the date of termination, and (v) accrued vacation, any reimbursement of all business and professional development expenses incurred but not yet reimbursed, and any benefits payable upon termination of employment under the Company’s employee benefit plans (other than any severance pay plan). In addition if termination occurs after the Trigger Date the Company shall reimburse the Executive for COBRA payments made by the Executive for himself and his eligible dependents for 12 months following termination by the Company for any reason other than Cause, including a Change in Control, or by the Executive for Good Reason. Notwithstanding the foregoing, the Executive shall not be entitled to receive the severance pay and benefits described in the preceding paragraph (other than Base Salary through the date of termination, accrued vacation, any reimbursement of all business and professional development expenses incurred but not yet reimbursed, and any benefits payable upon termination of employment under the Company’s employee benefit plans), until the Executive has executed a general release (the “Release”) of all claims against the Company arising out of his employment, other than claims arising after the date of execution, the Executive’s right to indemnification and continued coverage under the Company’s Director’s and Officer’s policy, and claims that cannot by law be released. Th...
At-Will Employment; Severance. The Executive’s employment with the Company is on an at-will basis. If the Executive’s employment is terminated by the Company for any reason other than Cause, including a Change of Control (as defined below), or by the Executive for Good Reason (as defined below), the Company shall provide severance to the Executive, payable in accordance with the Company’s normal payroll practice, of three month’s Base Salary, the amount remaining to be paid, if any, of any bonus that has been previously determined in connection with Section 2.c to the Executive, Base Salary through the date of termination, accrued vacation through the date of termination, any reimbursement of all business and professional development expenses incurred but not yet reimbursed and any benefits payable upon termination of employment under the Company’s employee benefit plans (other than any severance pay plan). Notwithstanding the previous sentence, if the Executive’s employment is terminated by the Company for any reason other than Cause, including a Change of Control or by the Executive for Good Reason, on or prior to the 90th day following the Effective Date, in lieu of receiving the severance described herein the Executive shall be entitled to the severance benefits set forth in Section 4 of the Original Agreement, subject to the terms and conditions of that section.
At-Will Employment; Severance. (a) Your employment with Adynxx will be “at will,” which means that either you or Adynxx may terminate your employment at any time for any reason whatsoever upon thirty (30) days’ written notice. In the event that your employment is terminated by Adynxx without Cause or your employment is terminated due to Constructive Termination (as both such terms are defined in Section 6 below), not within one (1) month prior to or thirteen (13) months following a Change of Control, then you shall be entitled to receive a severance payment equal to nine (9) months of your annual base salary effective as of the termination date and nine (9) months of continued health insurance benefits (assuming you timely elect continued coverage under COBRA). If the Company terminates your employment without Cause or you are Constructively Terminated within one (1) month prior to or thirteen (13) months following a Change of Control, then you shall be entitled to receive a severance payment equal to twelve (12) months of your annual base salary effective as of the termination date and twelve (12) months of continued health insurance benefits (assuming you timely elect continued coverage under COBRA), and the remaining balance of any unvested stock options or restricted shares held by you will immediately become vested in full. The cash severance payments shall be made in one lump-sum payment, to be made subject to the limitations set forth in Sections 3(b), 4, and 5.
At-Will Employment; Severance. (a) Your employment with Adynxx will be “at will,” which means that either you or Adynxx may terminate your employment at any time for any reason whatsoever upon thirty (30) days’ written notice. In the event that your employment is terminated by Adynxx without Cause or your employment is terminated due to Constructive Termination (as both such terms are defined in Section 6 below), you shall be entitled to receive a severance payment equal to twelve (12) months of your annual base salary effective as of the termination date and twelve (12) months of continued health insurance benefits (assuming you timely elect continued coverage under COBRA). The cash severance payments shall be made in one lump-sum payment, to be made subject to the limitations set forth in Sections 3(b), 4, and 5. Xxxxxx Xxxxx, Ph.D. September 1, 2011
At-Will Employment; Severance. The Executive’s employment with the Company is on an at-will basis. If terminated by the Company for any reason other than Cause, including a change of control, the Company shall provide severance to the Executive, payable in accordance with the Company's normal payroll practice, of six month's Base Salary, accrued vacation, and any reimbursement of all business and professional development expenses incurred but not yet reimbursed.
