Termination By the Employer For Cause or By Executive Without Good Reason Clause Samples
This clause defines the circumstances under which an employer can terminate an executive's employment for cause, or the executive can resign without good reason. Typically, 'for cause' includes serious misconduct, violation of company policy, or failure to perform duties, while resignation without good reason means the executive leaves voluntarily without a qualifying justification. The clause outlines the consequences of such terminations, often limiting severance or post-employment benefits. Its core function is to protect the employer from having to provide additional compensation in cases of executive misconduct or voluntary resignation without valid grounds, thereby allocating risk and clarifying the parties' rights and obligations.
Termination By the Employer For Cause or By Executive Without Good Reason. If, during the Employment Period, (i) Executive is terminated by the Employer for Cause pursuant to Section 6(a)(iii) above, or (ii) Executive voluntarily terminates his employment hereunder without Good Reason pursuant to Section 6(b)(iii) above, then the Employment Period shall terminate as of the Termination Date and Executive shall be entitled to receive his earned and accrued but unpaid Base Salary on the Termination Date, but, for avoidance of doubt, shall not be entitled to any annual cash bonus for the year in which the termination occurs, severance payment, continuation of benefits or acceleration of vesting or extension of exercise period of any equity awards, except as otherwise provided in the documentation applicable to such equity awards. Other than as may be provided under Section 4 or as expressly provided in this Section 7(b) or Section 7(e), the Employer shall have no further obligations hereunder following such termination.
Termination By the Employer For Cause or By Executive Without Good Reason. If (i) Executive is terminated for Cause pursuant to Section 6(a)(iii) above, or (ii) Executive voluntarily terminates his employment hereunder without Good Reason pursuant to Section 6(b)(ii) above, then the Employment Period shall terminate as of the Termination Date and Executive shall be entitled to receive his earned and accrued but unpaid Base Salary at the rate then in effect until the Termination Date. In addition, in such event, Executive shall be entitled to exercise any options which have vested as of the termination of Executive’s employment, but only for a period of three months after the Termination Date (but in no event after the expiration of the initial applicable term stated at the time of grant) and otherwise in accordance with the terms of the applicable option grant agreement or plan. Notwithstanding the foregoing, and without limiting such other forfeitures as may be provided under the documentation controlling the applicable grants or other acquisitions, (i) in the case of a termination for Cause under clause (i), (ii) or (iii) of the second sentence of Section 6(a)(iii), all vested options shall expire on the Termination Date and all unvested equity interests in the Corporation which have been awarded under a compensatory arrangement, including without limitation the restricted stock (or equivalent) granted on or before the date hereof, shall automatically be forfeited, and (ii) in the case of a termination for Cause under clause (iv) of the second sentence of Section 6(a)(iii), all vested options shall be exercisable for three months from the Termination Date; provided, however, that nothing in this sentence shall extend the term of any option. Other than as may be provided under Section 4 or as expressly provided in this Section 7(b), the Employer shall have no further obligations hereunder following such termination.
Termination By the Employer For Cause or By Executive Without Good Reason. If, during the Employment Period, the Employer terminates Executive’s employment for Cause pursuant to Section 9(a)(ii)(B) or Executive terminates his employment without Good Reason, the Employer shall pay to Executive Executive’s Base Salary due through the Date of Termination and all Accrued Benefits, if any, to which Executive is entitled as of the Date of Termination, at the time such payments are due, and Executive’s rights with respect to equity or equity-related awards shall be governed by the applicable terms of the related plan or award agreement.
Termination By the Employer For Cause or By Executive Without Good Reason. If Executive’s employment is terminated by the Employer for Cause or by Executive (other than for Good Reason):
(i) the Company shall pay Executive, in accordance with the relevant payment provisions set forth in Section 8(a)(i), the Accrued Obligations;
(ii) the Company shall promptly reimburse Executive pursuant to Section 5(e) for reasonable expenses incurred, but not paid prior to such termination of employment; and
(iii) Executive shall be entitled to any other rights, compensation and/or benefits as may be due to Executive in accordance with the terms and provisions of any agreements, plans or programs of the Employer, consistent with applicable law.
Termination By the Employer For Cause or By Executive Without Good Reason. If the Employer terminates this Agreement for Cause or the Executive terminates this Agreement without Good Reason, the Employer shall deliver to the Executive, within thirty (30) days following the effective date of such termination, all amounts accrued through the date of termination and any unreimbursed expenses incurred pursuant to Section 2 of this Agreement. Executive will not be entitled to any additional payment in the form of severance or otherwise.
Termination By the Employer For Cause or By Executive Without Good Reason. If (i) Executive is terminated by the Employer for Cause pursuant to Section 6(a)(iii) above, or (ii) Executive voluntarily terminates his employment hereunder without Good Reason pursuant to Section 6(b)(iii) above, then the Employment Period shall terminate as of the effective date set forth in the written notice of such termination (the "Termination Date") and Executive shall be entitled to receive his earned and accrued but unpaid Base Salary at the rate then in effect until the Termination Date. In addition, in such event, Executive shall be entitled (i) to receive any earned and accrued but unpaid incentive compensation or bonuses, payable at such times as would have applied without regard to such termination, (ii) to exercise any options which have vested as of the termination of Executive's employment and are exercisable to the extent provided by and otherwise in accordance with the terms of the applicable option grant agreement or plan, and (iii) to retain any restricted shares of the Employer's stock which have vested as of the termination of Executive's employment. Other than as expressly provided in this Section 7(b), the Employer shall have no further obligations hereunder following such termination.
Termination By the Employer For Cause or By Executive Without Good Reason. The Term and Executive’s employment hereunder may be terminated (i) by the Employer for “Cause” (as defined and determined below), effective thirty (30) days following the date Executive receives written notice to such effect, provided that Executive has not corrected any actions or omissions constituting Cause, if such actions or omissions are capable of correction or (ii) by Executive without Good Reason at any time, effective ninety (90) days following the date on which a written notice to such effect is delivered to the Employer (or its successors). If Executive’s employment hereunder is terminated during the Term by the Employer for Cause or by Executive without Good Reason, Executive shall not be entitled to any further compensation or benefits other than the Accrued Benefits.
Termination By the Employer For Cause or By Executive Without Good Reason. If Executive’s employment is terminated by the Employer for Cause or by Executive (other than for Good Reason):
(i) the Subsidiary shall pay Executive, as soon as practicable following such termination, but in no event later than two and one half months following the Date of Termination, the Accrued Obligations; and
(ii) the Subsidiary shall reimburse Executive pursuant to Section 5 for reasonable expenses incurred, but not paid prior to such termination of employment.