Separation Conditions Clause Samples

Separation Conditions. The Company’s obligation to provide the separation payments set forth in Sections 7.4 and 7.5 above shall be conditioned upon the following (the “Separation Conditions”): (i) within sixty (60) days following termination of the Executive’s employment, the Executive’s execution (and the expiration of any applicable revocation period without revocation by the Executive) of a separation agreement substantially similar to the form attached hereto as Exhibit A prepared by the Company, which form will include a limited release from liability so that the Executive will release the Company from any and all liability and claims arising under this Agreement or arising out of the Executive’s employment by the Company; provided, however, that the Executive shall not be required to release any claim the Executive may have against the Company in his capacity as a stockholder of the Company or claims for indemnification pursuant to any indemnification agreement between the Executive and the Company or otherwise existing pursuant to the Company’s organizational documents or applicable state law; and (ii) the Executive’s material compliance with the restrictive covenants (as set forth in Section 10) and all post-termination obligations, including, but not limited to, the obligations contained in this Agreement.
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Separation Conditions. The Company’s obligation to provide the separation payments set forth in Section 7.4 and 7.5 above shall be conditioned upon the following (the “Separation Conditions”): (i) the Executive’s execution (and the expiration of any applicable revocation period without revocation by the Executive) of a separation agreement substantially similar to the form attached hereto as Exhibit A prepared by the Company, which form will include a limited release from liability so that the Executive will release the Company from any and all liability and claims arising under this Agreement or arising out of the Executive’s employment by the Company prior to the expiration of the Severance Delay Period following the expiration of the Term, it being acknowledged by the Company that such release shall not release the Company from any obligations arising under this Agreement to be performed by the Company on or after the Severance Delay Period; provided, however, that the Executive shall not be required to release any claim the Executive may have against the Company in his capacity as a stockholder of the Company or claims for indemnification pursuant to any indemnification agreement between the Executive and the Company or otherwise existing pursuant to the Company’s organizational documents or applicable state law; and (ii) the Executive’s material compliance with the restrictive covenants (as set forth in Section 10) and all post-termination obligations, including, but not limited to, the obligations contained in this Agreement.
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Related to Separation Conditions

  • Termination Conditions This Agreement terminates upon the earlier of any of the following events: a.

  • Release Conditions As used in this Agreement, "Release Conditions" shall mean the following:

  • Prior Conditions Satisfied All conditions set forth in §10 shall continue to be satisfied as of the date upon which any Loan is to be made or any Letter of Credit is to be issued.

  • Employment Conditions In accepting the option, you acknowledge that: (a) Any notice period mandated under any applicable laws shall not be treated as service for the purpose of determining the vesting of the option; and your right to receive shares of Common Stock in settlement of the option after termination as an employee, if any, will be measured by the date of your termination as an employee and will not be extended by any notice period mandated under the applicable law. Subject to the foregoing and the provisions of the Plan, the Company, in its sole discretion, shall determine whether your status as an employee or other service-provider has terminated and the effective date of such termination. (b) The vesting of the option shall cease upon, and no portion of the option shall become vested following, your termination as an employee or other service-provider for any reason except as may be explicitly provided by the Plan or this Stock Option Agreement. Unless otherwise provided in the Plan or this Stock Option Agreement, the unvested portion of the option at the time of your termination as an employee or other service-provider will be forfeited. (c) The Plan is established voluntarily by the Company. It is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time, subject to Section 8.6.5 of the Plan. (d) The grant of the option is voluntary and occasional and does not create any contractual or other right to receive future grants of options, or benefits in lieu of options, even if options have been granted repeatedly in the past. (e) All decisions with respect to future option grants, if any, will be at the sole discretion of the Company. (f) You are voluntarily participating in the Plan. (g) The option is an extraordinary item that does not constitute compensation of any kind for service rendered to the Company (or any Subsidiary), and which is outside the scope of your employment contract, if any. In addition, the option is not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculating any severance, resignation, termination, redundancy, end-of-service payments, bonuses, long-service awards, pension or retirement benefits or similar payments. (h) The future value of the underlying shares of Common Stock is unknown and cannot be predicted with certainty. If you obtain shares upon settlement of the option, the value of those shares may increase or decrease. (i) No claim or entitlement to compensation or damages arises from termination of the option or diminution in value of the option or shares of Common Stock acquired upon settlement of the option resulting from your termination of employment or service (for any reason whether or not in breach of the local law) and you irrevocably release the Company and each Subsidiary from any such claim that may arise. If, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen then, by signing this Stock Option Agreement, you shall be deemed irrevocably to have waived your entitlement to pursue such a claim.

  • SUPERIOR CONDITIONS 21.01 All existing benefits, rights, privileges, practices, terms or conditions of employment which may be considered to be superior to those contained herein and which are set out in Appendix 4 are specifically retained by this Agreement unless otherwise agreed by the local parties. The parties agree to remove from Appendix 4 those superior conditions which no longer have application. Where the parties cannot agree on whether a superior condition continues to have application, the issue will be reduced to a grievance and referred to arbitration. 21.02 The Union and the Participating Hospitals agree to establish a committee consisting of two (2) representatives of the Union and two (2) representatives of the Participating Hospitals to review the superior conditions appendices in each of the participating hospitals. This committee will report to their respective negotiating committees prior to the next round of central negotiations.