Termination without Cause; Resignation with Good Reason. If the Executive’s employment is terminated by the Company without Cause or by the Executive upon a resignation with Good Reason, the Executive shall be entitled to receive, and the Company shall pay or provide the Executive, the Accrued Obligations and, in consideration of the Executive’s release and waiver of claims in accordance with Section 9(f), the compensation and benefits described in Section 9(a)(i), (ii), (iii) and (iv) below:
Termination without Cause; Resignation with Good Reason. In the event Executive's employment is involuntarily terminated by Company without Cause or Executive resigns with Good Reason during the Employment Period, Company shall continue to provide Executive (or Executive's estate in the event of Executive's death) the compensation, including adjustments, set forth in Section 3 hereof for the remainder of the Employment Period; or, at Executive's (or Executive's estate's) option and in lieu thereof, Company shall pay Executive (or Executive's estate) a lump sum equal to the total aggregate base salary, excluding adjustments, payable for such period, discounted at the rate of 6% per annum, simple interest. Any such lump sum payment shall be made within 30 days of termination.
Termination without Cause; Resignation with Good Reason. In the event of termination of employment pursuant to Section 6.1(iv) (Termination without Cause) or Section 6.1(v) (Resignation with Good Reason), conditioned upon and subject to the Executive’s compliance with the restrictive covenants under Article 8 and the Executive executing and delivering a valid general release (that is no longer subject to revocation under applicable law) in a form consistent with the Company’s standard form of general release for departing executives in the form of Exhibit A attached hereto (“General Release”) (which shall be provided by the Company to the Executive no later than 10 days after the date of Executive’s termination of employment) within 52 days following the date of Executive’s termination of employment:
Termination without Cause; Resignation with Good Reason. If, prior to the expiration of the Term, the Company terminates the Employee’s employment without Cause, or the Employee resigns with Good Reason, the Employee shall only be entitled to payment of the Employee’s earned but unpaid Base Salary through and including the date of termination and the Other Accrued Compensation and Benefits and, subject to Section 4(d), shall be entitled to receive the Severance Benefits. For purposes of this Agreement, “Severance Benefits” mean:
Termination without Cause; Resignation with Good Reason. Notwithstanding the foregoing, in the event that your employment is terminated by the Company without Cause (other than due to death or Disability) or by you with Good Reason, or upon the expiration of any Renewal Term in connection with a timely Non-Renewal by the Company, which shall be deemed a termination by the Company without Cause, you will be entitled the following benefits in addition to the Accrued Entitlements:
Termination without Cause; Resignation with Good Reason. (a) Company will have the right, exercisable upon thirty (30) days prior written notice to Executive, to terminate Executive's employment under this Agreement without Cause for any reason other than as set forth above in Sections 5.2, 5.3, or 5.4, effective no earlier than ten (10) days from the date the Company provides its written notice of termination. Executive will have the right, exercisable upon thirty (30) days prior written notice to Company, to terminate his employment under this Agreement during the one-year period following the initial existence of one or more conditions that constitute "Good Reason" and that arise without his consent.
Termination without Cause; Resignation with Good Reason. (i) In the event of termination of employment pursuant to (a) Section 6.1(iv) (Termination without Cause), (b) Section 6.1(v) (Resignation with Good Reason), or (c) upon the failure of the buyer upon a Change in Control to assume this Agreement, then conditioned upon and subject to the Executive's compliance with the Vice Presidents, Regional Directors, Directors & Officers Non-Solicitation, Non-Competition and Confidentiality Agreement (the “NDA”) described in Article 8, and the Executive executing and delivering a valid separation agreement that contains a general release (“General Release”) (that is no longer subject to revocation under applicable law) in a form consistent with the Company's standard form of separation agreement and general release for departing executives within 52 days following the date of Executive's termination of employment:
Termination without Cause; Resignation with Good Reason. In the event of (A) the Company's termination of Executive's employment hereunder without Cause, (B) Executive's resignation for Good Reason, (C) Executive's death, or (D) Executive's Disability, Executive shall be entitled to the following: (i) the payments and benefits set forth in Section 4.01 hereto and (ii) a severance benefit (the "SEVERANCE BENEFIT") equal to three quarters of the Fixed Salary immediately preceding the Termination Date. Payment of the Severance Benefit shall be contingent upon Executive's execution of a waiver and release of claims (a "RELEASE") in favor of the Company and its affiliates and their respective employees and agents, substantially in the form set forth in Appendix A. The Severance Benefit shall be paid by the Company over approximately nine months in bi-weekly installments less appropriate payroll deductions as required by law. The Severance Benefit payments shall commence within one week after the expiration of the Revocation Period, as defined in the Release.
Termination without Cause; Resignation with Good Reason. In the event that Executive is terminated without Cause, or Executive resigns with Good Reason, then on such date an additional fifty percent (50%) of the remaining Repurchaseable Shares shall become Non-Repurchaseable Shares.
Termination without Cause; Resignation with Good Reason. In the event that (A) the Company terminates Executive's employment hereunder without Cause, (B) Executive resigns for Good Reason or (C) the Company fails to extend the Agreement for at least one additional one-year period pursuant to Section 1, Executive shall be entitled to the following: (i) the payments and benefits set forth in Section 4.01 hereto and (ii) a severance benefit (the "SEVERANCE BENEFIT") equal to two (2) times (a) the Fixed Salary immediately preceding the Termination Date and (b) the "HIGHEST BONUS", where the Highest Bonus equals the greater of the Annual Bonus paid by the Company to Executive (x) during the twelve (12) month period immediately preceding the Termination Date, or (y) during the twelve (12) month period immediately preceding the Effective Date"); provided, however, that Executive shall have no right to have paid or payable from the Trust adopted by Company on October 23, 2001 pursuant to a Trust Agreement with HSBC Bank USA as trustee (the "OLD TRUST"), any portion of his Severance Benefit (i) attributable to any increase in Executive's Fixed Salary after March 31, 2002, or (ii) otherwise in excess of the Severance Benefit or other severance payment that Executive would have been eligible to receive if his employment with the Company had terminated as of March 31, 2002 under circumstances entitling him to a Severance Benefit or other severance payment. Payment of the Severance Benefit shall be contingent upon Executive's execution of a waiver and release of claims (a "RELEASE") in favor of the Company and its affiliates and their respective employees and agents, substantially in the form set forth in Appendix A. The Severance Benefit shall be paid by the Company in a lump-sum, no later than two (2) business days after the expiration of the Revocation Period, as defined in the Release.
