Result of Death or Disability Sample Clauses

Result of Death or Disability. The purpose of this Section 4 is to provide special rules that may apply to the awarding or vesting, or both the awarding and vesting, of Performance Shares in the event of the Grantee's attainment of age 64, a Transfer of Control, or the termination of the Grantee's employment with the Company as a result of the Grantee's death or disability. For the avoidance of doubt, a reference to the occurrence of an event "prior to the General Awarded Date" shall mean that the event occurs before the Committee determines and certifies in writing the level of achievement of the applicable performance goal in accordance with Section 2(c) of this Agreement, and therefore before any portion of the affected Performance Shares become Awarded Performance Shares in accordance with Section 2(c) of this Agreement. Similarly, a reference to the occurrence of an event "on or after the General Awarded Date" shall mean that the event occurs after the Committee determines and certifies in writing the level of achievement of the applicable performance goal in accordance with Section 2(c) of this Agreement, and therefore after the applicable portion, if any, of the affected Performance Shares have become Awarded Performance Shares in accordance with Section 2(c) of this Agreement.
Sample 1Sample 2
AutoNDA by SimpleDocs
Result of Death or Disability. If the Restricted Stockholder ceases to be an employee of the Corporation because of his or her death or Disability prior to the satisfaction of the vesting provisions set forth in Section 2 hereof, notwithstanding anything to the contrary contained in the Stockholders Agreement or otherwise, all unvested Restricted Shares shall become vested and nonforfeitable automatically as of the date of the Restricted Stockholder's death or Disability.
Sample 1Sample 2
Result of Death or Disability. If the Company terminates Executive without Cause, Executive terminates his employment for Good Reason or Executive's employment terminates as a result of his death or Disability (as defined below), in addition to payment of Executive's accrued portion of the Base Salary, accrued vacation, reimbursable expenses and pro rata portion of the Bonus, if any, through the date of termination, Executive or Executive's representative shall be entitled to the following:
Sample 1Sample 2
Result of Death or Disability. In the event that, during the term of this Agreement, the Executive (i) voluntarily resigns his position with the Corporation for reasons and under circumstances other than those described in Section 4 hereof, or (ii) is Discharged for Cause, or (iii) shall, during the course of his employment with the Corporation, become deceased or experience Disability and substantially unable to perform the duties of his employment, then the Executive shall have no right or entitlement to compensation or benefits under this Agreement. Except as may be affected by the provisions of Section 9 hereof, nothing herein contained shall be construed to exclude or disqualify the Executive from participation in, or entitlements under, any other program or benefit otherwise provided to the Executive by the Corporation.
Sample 1
Result of Death or Disability. In the event that, during the term of this Agreement, the Executive (i) voluntarily resigns his position with the Corporation for reasons and under circumstances other than those described in Section 3 hereof, or (ii) is Discharged for Cause, or (iii) shall, during the course of his employment with the Corporation, become deceased or shall become disabled and substantially unable to perform the duties of his employment, THEN the Executive shall have no
Sample 1
Result of Death or Disability. Your employment with the Company shall terminate automatically upon the your death during the Employment Term. If your Disability has occurred during the Employment Term (pursuant to the definition of "Disability" set forth below), the Company may give to you written notice of its intention to terminate the your employment. In such event, your employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Company (the "Disability Effective Date"), provided that, within the 30 days after receipt of notice, you shall not have returned to substantial performance of your duties. For purposes of this Agreement, "Disability" shall mean the absence of the Executive from the Executive's duties with the Company for 120 consecutive days, or a total of 180 days in any 12-month period, as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician jointly selected by the Company and you or your legal representative, or, if the parties cannot agree on the selection of such physician and the two physicians shall jointly select a physician to make such binding termination.
Sample 1
Result of Death or Disability. The purpose of this Section 4 is to provide special rules that may apply to the awarding or vesting, or both the awarding and vesting, of Performance Shares in the event of the Grantee's attainment of age 64, a Change in Control, or the termination of the Grantee's employment with the Company as a result of the Grantee's death or disability. For the avoidance of doubt, a reference to the occurrence of an event "prior to the General Awarded Date" will mean that the event occurs before the Committee determines the level of achievement of the applicable performance goal in accordance with Section 2(c) of this Agreement, and therefore before any portion of the affected Performance Shares become Awarded Performance Shares in accordance with Section 2(c) of this Agreement. Similarly, a reference to the occurrence of an event "on or after the General Awarded Date" will mean that the event occurs after the Committee determines the level of achievement of the applicable performance goal in accordance with Section 2(c) of this Agreement, and therefore after the applicable portion, if any, of the affected Performance Shares have become Awarded Performance Shares in accordance with Section 2(c) of this Agreement.
Sample 1
AutoNDA by SimpleDocs

Related to Result of Death or Disability

  • Termination as a Result of Death or Disability The Executive’s employment with the Company shall terminate automatically upon the Executive’s death during the Employment Term. If the Disability of the Executive has occurred during the Employment Term (pursuant to the definition of “Disability” set forth below), the Company may give to the Executive written notice of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Company (the “Disability Effective Date”), provided that, within the 30 days after receipt of notice, the Executive shall not have returned to substantial performance of the Executive’s duties. For purposes of this Agreement, “Disability” shall mean the absence of the Executive from the Executive’s duties with the Company for 120 consecutive days, or a total of 180 days in any 12-month period, as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician jointly selected by the Company and the Executive or the Executive’s legal representative, or, if the parties cannot agree on the selection of such physician then each shall choose a physician and the two physicians shall jointly select a physician to make such binding determination.

  • Termination as a Result of Death If the Executive shall die during the term of this Agreement, the Executive's employment shall terminate on the Executive's date of death and the Executive's surviving spouse, or the Executive's estate if the Executive dies without a surviving spouse, shall be entitled to the Executive's Accrued Benefits as of the Termination Date.

  • Termination Because of Death or Disability If Participant is Terminated because of death or Disability of Participant, the Option, to the extent that it is exercisable by Participant on the date of Termination, may be exercised by Participant (or Participant's legal representative) no later than twelve (12) months after the date of Termination, but in any event no later than the Expiration Date.

  • Effect of Death or Disability 6.01 In the event of the death of the Executive during the Period of Employment, the legal representative of the Executive shall be entitled to the compensation provided for in paragraph 4.01 during the balance of the Period of Employment. The Period of Employment shall be deemed to have ended as of the close of business on the last day of the twelfth month following the month in which death shall have occurred but without prejudice to any other payments due in respect of the Executive's death hereunder or pursuant to any other agreements or arrangements with the Company.

  • Termination by Reason of Death or Disability A Termination of the Employee’s employment by reason of death or Disability shall not be deemed to be a Termination by the Company (for or without Cause) or by the Employee (for or without Good Reason). In the event that the Employee’s employment with the Company Terminates as a result of the Employee’s death or Disability, the Employee or the Employee’s estate or representative, as applicable, will receive all accrued salary and accrued vacation as of the date of the Employee’s death or Disability and any other benefits payable under the Company’s then existing benefit plans and policies in accordance with such plans and policies in effect on the date of death or Disability and in accordance with applicable law. In addition, the Employee or the Employee’s estate or representative, as applicable, will receive the bonus for the year in which the death or Disability occurs to the extent that a bonus would have been earned had the Employee continued in employment through the end of such year, as determined in good faith by the Company’s CEO, Board of Directors or its Compensation Committee based on the specific corporate and individual performance targets established for such fiscal year, and only to the extent that bonuses are paid for such fiscal year to other similarly situated employees.

  • Death or Disability The Executive's employment shall terminate automatically upon the Executive's death during the Employment Period. If the Company determines in good faith that the Disability of the Executive has occurred during the Employment Period (pursuant to the definition of Disability set forth below), it may give to the Executive written notice in accordance with Section 12(b) of this Agreement of its intention to terminate the Executive's employment. In such event, the Executive's employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Executive (the "Disability Effective Date"), provided that, within the 30 days after such receipt, the Executive shall not have returned to full-time performance of the Executive's duties. For purposes of this Agreement, "Disability" shall mean the absence of the Executive from the Executive's duties with the Company on a full-time basis for 180 consecutive business days as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician selected by the Company or its insurers and acceptable to the Executive or the Executive's legal representative.

  • Termination by Virtue of Death or Disability of Executive (a) In the event of Executive’s death while employed pursuant to this Agreement, all obligations of the Parties hereunder shall terminate immediately, and the Company shall, pursuant to the Company’s standard payroll policies, pay to Executive’s legal representatives all Accrued Obligations.

  • Termination in the Event of Death or Disability This Agreement shall terminate in the event of death or disability of Executive.

  • By Death or Disability Executive’s employment and this Agreement shall terminate upon Executive’s Disability or death. For purposes of this Agreement, “Disability” shall mean Executive's inability, due to physical or mental incapacity, to perform the essential functions of Executive's job, with or without reasonable accommodation, for one hundred eighty (180) days out of any three hundred sixty-five (365) day period; provided however, in the event that the Company temporarily replaces the Executive, or transfers the Executive's duties or responsibilities to another individual on account of the Executive's inability to perform such duties due to a mental or physical incapacity which is, or is reasonably expected to become, a Disability, then the Executive's employment shall not be deemed terminated by the Company. Any question as to the existence of the Executive's Disability as to which the Executive and the Company cannot agree shall be determined in writing by a qualified independent physician mutually acceptable to the Executive and the Company. If the Executive and the Company cannot agree as to a qualified independent physician, each shall appoint such a physician and those two physicians shall select a third who shall make such determination in writing. The determination of Disability made in writing to the Company and the Executive shall be final and conclusive for all purposes of this Agreement. The Company shall give Executive written notice of termination for Disability and the termination shall be effective as of the date specified in such notice.

  • Termination by Death or Disability In the event of the Executive’s death or total disability (as defined in Section 22(e)(3) of the Internal Revenue Code of 1986, as amended) during the Term, the Term and Executive’s employment shall terminate on the date of death or total disability. In the event of such termination, the Company’s sole obligations hereunder to the Executive (or the Executive’s estate) shall be for unpaid Base Salary, accrued but unpaid bonus and benefits (then owed or accrued and owed in the future), a pro-rata bonus for the year of termination based on the Executive’s target bonus for such year and the portion of such year in which the Executive was employed, and reimbursement of expenses pursuant to the terms hereon through the effective date of termination, each of which shall be paid within 10 days following the date of the Executive’s termination, and any unvested portion of any Equity Grants shall immediately be forfeited as of the termination date without any further action of the Parties.

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