Death or Disability of Executive Clause Samples

Death or Disability of Executive. For the purposes of this Agreement, disability shall mean the absence of the Executive performing Executive's duties with the Company for a period of three (3) months period, as a result of incapacity due to mental or physical illness. If the Executive shall become disabled, the Executive's employment may be terminated by written notice from the Company to the Executive.

Death or Disability of Executive. (i) If Executive's employment is terminated by reason of Executive's death or disability, this Agreement shall terminate without further obligations to Executive (or Executive's heirs or legal representatives) under this Agreement, other than for: (1) Payment of any Accrued Obligations, which shall be paid to Executive or Executive's estate or beneficiary, as applicable, in a lump sum, subject to statutory deductions and withholdings, in cash within ten (10) business days after the date of termination or any earlier time required by applicable law. (2) Payment to Executive or Executive's estate or beneficiary, as applicable, of any amount accrued pursuant to the terms of any other applicable benefit plan. (ii) If Executive shall become disabled, Executive's employment may be terminated only by written notice from the Company to Executive. (iii) For the purposes of this Agreement, "disability" or "disabled" shall mean a mental or physical incapacity which prevents Executive from performing Executive's duties with the Company for a period of three hundred sixty (360) consecutive calendar days, as certified by a physician selected by the Company or its insurers.

Death or Disability of Executive. (a) The employment of the Executive hereunder shall terminate upon (i) the death of the Executive, and (ii) at the option of the Company upon not less than thirty (30) days’ prior written notice to the Executive or his personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 4.3(b) below). (b) For purposes of this Agreement, “Total Disability” shall mean (i) if the Executive is subject to a legal decree of incompetency (the date of such decree being deemed the date on which such disability occurred), or (ii) the written determination by a physician selected by the Company that, because of a medically determinable disease, injury or other physical or mental disability, the Executive is unable substantially to perform each of the material duties of the Executive required hereby, and that such disability has lasted for the immediately preceding ninety (90) days and is, as of the date of determination, reasonably expected to last an additional ninety (90) days or longer after the date of determination, in each case based upon medically available reliable information, and the provision of clear and convincing evidence by the Company of the Executive’s inability substantially to perform each material duty hereunder in support of such determination by the physician.

Death or Disability of Executive. This Agreement shall terminate immediately upon the death of Executive or the Company’s determination of Executive’s “Disability” (as defined below). For purposes of this Agreement, “Disability” shall mean: (i) that the Executive is permanently disabled so as to qualify for full benefits under the Company’s then-existing disability insurance policy; or (ii) if the Company does not maintain any such disability policy on the date of determination, the inability of the Executive to work for a period of six (6) full calendar months during any nine (9) consecutive calendar month period due to illness or injury of a physical or mental nature, supported by the completion by the Executive’s attending physician or a doctor for the Company or its insurer of a medical certification form outlining the disability and treatment, if at the end of such disability period, there is no reasonable probability of Executive promptly resuming full-time service pursuant to the terms of this Agreement.

Death or Disability of Executive. Upon Executive’s death or Disability while Executive is an employee or consultant of the Company, then, in addition to any death or Disability benefits applicable to continuation of salary and benefits, or any other benefits set forth in Section 3(e) of this Agreement, (i) employment hereunder shall automatically terminate, and (ii) all of Executive’s Company stock options (if any) and restricted stock units (if any) shall immediately accelerate vesting as to 100% of such then unvested stock options and restricted stock units.

Death or Disability of Executive. The Executive’s employment hereunder shall terminate immediately upon the death of Executive or at the option of the Board upon the Disability of the Executive. For purposes of this Agreement, “Disability” shall exist when any illness, injury, accident or condition of either a physical or psychological nature which, despite reasonable accommodations, results in the Executive being unable to perform substantially all of the duties of his employment with the Employer for a period of ninety (90) consecutive days or for one hundred eighty (180) days in any three hundred sixty-five (365) day period. If any question shall arise as to whether during any period the Executive is disabled, the Executive may, and at the request of the Employer shall, submit to a medical examination by a physician selected by the Employer to whom the Executive or his duly appointed guardian, if any, has no reasonable objection to determine whether the Executive is so disabled and such determination shall for the purposes of this Agreement be conclusive of the issue. If such question shall arise and the Executive shall fail to submit to such medical examination, the Employer’s determination of the issue shall be binding on the Executive. In the event the Executive objects to the physician selected by the Employer, within thirty (30) days thereof, the Executive and the Employer shall each submit the names of three (3) qualified physicians and alternatively strike the names until one name remains. A coin flip shall decide which party has the first strike.

Death or Disability of Executive. This Agreement shall terminate immediately upon the death or Disability of Executive (the "Effective Date").

Death or Disability of Executive. If the Executive dies or becomes disabled during the Employment Period, then the Executive’s employment hereunder shall terminate, in which event any unpaid Salary accrued to the date of the Executive’s death or disability shall be paid to the Executive’s legal representative. The Company shall have no further obligation to the Executive or his legal representative under this Agreement except for the Executive’s obligations under the restrictive covenant agreement of Section 6, the confidentiality provisions of Section 7, and the provisions of Section 11, each of which shall survive this Agreement in such event. i. For purposes of this Agreement, “Disability” shall mean a physical or mental impairment of Executive that prohibits or would prohibit Executive, with or without reasonable accommodation, from performing the material duties of his employment under this Agreement for more than ninety (90) days in the aggregate during any 12-month period, excluding absences resulting from ordinary transitory illnesses or injury or vacation or holidays; 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.

Death or Disability of Executive. Executive shall be entitled to the Cash Severance in the event of his death or Disability. In the event of Executive's death, all benefits and payments provided for by this Section 7 shall be paid to his spouse, if any, or otherwise to the personal representative of his estate, unless Executive has otherwise directed the Company in writing prior to his death.