Involuntary Termination in Connection with Clause Samples

The "Involuntary Termination in Connection with" clause defines the circumstances under which an employee's employment may be terminated by the employer without the employee's consent, typically in relation to specific events such as a change in company ownership, merger, or acquisition. This clause outlines what constitutes involuntary termination, such as layoffs or dismissals not for cause, and may specify the timing or conditions that trigger severance or other benefits. Its core function is to protect employees by ensuring they receive certain rights or compensation if their employment ends due to significant corporate changes beyond their control.
Involuntary Termination in Connection with a Change in Control If you incur an Involuntary Termination (as defined below) within the period beginning 90 days prior to and ending two years after the occurrence of a Change of Control (or, if you have an employment agreement or contract with the Company or its Affiliates, a “Change of Control,” as defined in your employment agreement), then all outstanding and unvested Restricted Stock, if any, will vest in full as of your termination date or if your termination date is prior to the occurrence of a Change of Control, then all outstanding and unvested Restricted Stock, if any, will vest in full as of the Change of Control.​“Involuntary Termination” means the following:a)If you have an employment agreement in effect with the Company, an
Involuntary Termination in Connection with a Change of Control​ If you incur an Involuntary Termination (as defined below) within the period beginning 90 days prior to and ending two years after the occurrence of a Change of Control (or, if you have an employment agreement or contract with the Company or its Affiliates, a “Change of Control,” as defined in your employment agreement or ​ ​ ​ ​
Involuntary Termination in Connection with a Change in Control. If, at any time within the Change in Control Determination Period, the Company terminates Executive’s employment other than for Cause (and other than due to death or Disability), or Executive Resigns for Good Reason, then, subject to Executive’s compliance with Section 6.3 below, Executive shall receive the following Severance Benefits from the Company at the time set forth in the applicable Section below or in Section 6.4 below, as applicable: (i)
Involuntary Termination in Connection with a Change of Control If you incur an Involuntary Termination (as defined below) within the period beginning 90 days prior to and ending two years after the occurrence of a Change of Control (or, if you have an employment agreement or contract with the Company or its Affiliates, a “Change of Control,” as defined in your employment agreement or contract), then the maximum number of Performance Shares set forth above, to the extent they remain outstanding, will vest in full as of your termination date, or if your termination date is prior to the occurrence of a Change of Control, then the maximum number of Performance Shares set forth above, to the extent they remain outstanding, will vest in full as of the Change of Control.​“Involuntary Termination” means the following:a)If you have an employment agreement in effect with the Company or the Company’s wholly owned subsidiary, Royal Gold Corporation, an “Involuntary Termination” means (a) your Service is terminated by the Company without “Cause” (as defined in your employment agreement) during the term of your employment agreement, (b) you terminate your Service for “Good Reason” (as defined in your employment agreement) during the term of your employment agreement, or (c) your Service is terminated upon the Company’s or Royal Gold Corporation’s election not to renew the term for one of the four successive one-year renewal terms pursuant to your employment agreement, if applicable.
Involuntary Termination in Connection with a Change in Control. If, at any time within the Change in Control Determination Period and during the Employment Agreement Term, the Company terminates Employee’s employment other than for Cause (and other than due to death or Disability), or Employee Resigns for Good Reason, then, subject to Employee’s compliance with Section 6.3 below, Employee shall receive the following Severance Benefits from the Company at the time set forth in the applicable Section below or in Section 6.4 below, as applicable: Page 7 of 26 (i) Cash Severance Benefits. (1) Employee shall receive a lump sum cash payment in the amount calculated as follows: [Employee’s annual base salary rate as in effect on the date of the Involuntary Termination (disregarding for this purpose any decrease in annual base salary that forms a basis for Employee’s Resignation for Good Reason) + Employee’s target annual incentive bonus for the year of termination] multiplied by 1.5x. (2) Employee shall receive an additional lump sum cash payment equal to Employee’s pro rata target annual incentive bonus for the year of termination, calculated by multiplying (A) Employee’s target annual incentive bonus for the year of termination by (B) a fraction, the numerator of which is the number of full months of employment by Employee in the year of termination and the denominator of which is twelve (12). (ii) Payment in Respect of Benefits. Employee shall receive the benefits set forth in Section 6.2(a)(ii) above except that “twelve (12) months” shall be replaced with “eighteen (18) months” in such section.

Related to Involuntary Termination in Connection with

  • 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.

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

  • Involuntary Termination “Involuntary Termination” shall mean (i) without the Employee’s express written consent, the significant reduction of the Employee’s duties or responsibilities relative to the Employee’s duties or responsibilities in effect immediately prior to such reduction; provided, however, that a reduction in duties or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Chief Financial Officer of Company remains as such following a Change of Control and is not made the Chief Financial Officer of the acquiring corporation) shall not constitute an “Involuntary Termination”; (ii) without the Employee’s express written consent, a substantial reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) without the Employee’s express written consent, a material reduction by the Company in the Base Compensation or Target Incentive of the Employee as in effect immediately prior to such reduction, or the ineligibility of the Employee to continue to participate in any long-term incentive plan of the Company; (iv) a material reduction by the Company in the kind or level of employee benefits to which the Employee is entitled immediately prior to such reduction with the result that the Employee’s overall benefits package is significantly reduced; (v) the relocation of the Employee to a facility or a location more than 50 miles from the Employee’s then present location, without the Employee’s express written consent; (vi) any purported termination of the Employee by the Company which is not effected for death or Disability or for Cause; or (vii) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 10 below.

  • Termination without Cause or Resignation for Good Reason in Connection with a Change of Control If during the period commencing three (3) months before and ending twelve (12) months after a Change of Control, (1) Executive terminates his employment with the Company (or any Affiliate) for Good Reason or (2) the Company (or any Affiliate) terminates Executive’s employment for other than Cause, Executive becoming Disabled or Executive’s death, then, subject to Section 4, Executive will receive the following severance from the Company:

  • Termination in Connection with a Change in Control a. For purposes of this Agreement, a “Change in Control” means any of the following events: