Termination Protection Clause Samples

The Termination Protection clause is designed to restrict or limit a party's ability to terminate a contract under certain conditions. Typically, this clause may require that specific criteria be met, such as a minimum notice period, the occurrence of particular events, or the approval of certain stakeholders before termination can proceed. For example, it might prevent termination for convenience or require payment of a penalty if the agreement is ended early. Its core practical function is to provide stability and predictability in contractual relationships by safeguarding parties from abrupt or unjustified termination.
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Termination Protection. In the event of the termination of ▇▇. ▇▇▇▇▇▇▇▇▇▇▇'▇ employment without "cause" (as provided for in Section 4(a) hereof) or for "good reason" (as provided for in Section 7(c) hereof) following a change in control, ▇▇. ▇▇▇▇▇▇▇▇▇▇▇ shall be entitled to receive the payments and benefits set forth in Section 5(a)(i) through (iii) above.
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Termination Protection. In the event that, prior to the end of the Intended Term, Discover terminates your employment without Cause or your employment terminates as a result of death or Disability (as such terms are defined in the Discover Change in Control Severance Policy (the “CiC Policy”)) or you terminate employment with Good Reason (as defined below), subject to your (or your estate or beneficiaries) timely signing and delivery of an agreement and release with respect to any and all claims in a form substantially similar to that attached as Exhibit A hereto, (i) Discover shall pay to you (or your beneficiaries or estate, if applicable) any unpaid base salary amounts for the Intended Term under Section 3A when such amounts would otherwise have been paid, and (ii) the Merger Completion Bonus will remain eligible to be earned and shall be paid to you (or your beneficiaries or estate, if applicable) notwithstanding cessation of your continued employment but subject to the condition that the Closing occurs on or before June 30 and less any amounts paid pursuant to clause (i). In all cases, you will be entitled to any earned but unpaid base salary and any accrued reimbursable business expenses through the date of termination, and any benefits due or payable in accordance with the terms of the applicable benefit plans. For the avoidance of doubt, you will not be eligible to participate in the Discover Change in Control Severance Policy or the Discover Severance Plan, or entitled to any severance payments or benefits other than as specifically set forth herein. After your service as Interim Chief Executive Officer and President ends, you will be compensated as a non-employee director in accordance with Discover’s Directors’ Compensation Plan for as long as you continue to serve in such role.
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Termination Protection. In the event of the termination of Mr. Wright's employment without "cause" (as provided fo▇ ▇▇ ▇▇▇▇▇▇▇ 4(a) hereof) or for "good reason" (as provided for in Section 7(c) hereof) following a change in control, Mr. Wright shall be entitled to receive the payments an▇ ▇▇▇▇▇▇▇▇ set forth in Section 5(a)(i) through (iii) above.
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Termination Protection. In the event of termination of this Agreement, (i) all Distributor backlog at the time of termination shall ship per the terms of this Agreement and (ii) Manufacturer shall pay to Distributor a sales commission rate of 5% of the net invoice price at the shipment date for each system in the backlog and (iii) Distributor shall service all systems during start up and the warranty period on all backlog orders at the time of termination and (iv) Manufacturer shall pay to Distributor a service commission rate of 7% of the net invoice price for start up and warranty services at the shipment date for each system in the backlog. Upon request of Distributor, Manufacturer may repurchase after the termination of the Agreement, all products including demonstration units in hands of Distributor with good condition at the price equal to that paid by Distributor for the inventory and at the depreciated price for the demonstration units.
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Termination Protection. In the event of a change in control, the Executive shall be entitled to receive the payments and benefits set forth in Section 5(a)(i) through (iii) above.
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Related to Termination Protection

  • ▇▇▇▇ Protection 1With respect to the Parties' rights and obligations under this Framework Agreement, the Parties agree that the Authority is the Data Controller and that the Supplier is the Data Processor.

  • INSURANCE PROTECTION A. The Board shall provide MESSA Plan 1 or Plan 2 described below by making payment of insurance premiums for a full twelve (12) month period each year of this Agreement for the teacher and his/her eligible dependents as defined by MESSA, subject to the provisions below. B. Each teacher shall elect either Plan 1 or Plan 2, provided, however, that if a husband and wife are both members of the bargaining unit, one shall select Plan 1 and the other Plan 2. Part-time teachers shall receive the Plan 1 premium rate on a pro rata basis (e.g., a teacher employed for three days per week will receive three-fifths of the premium rate due to a full-time teacher eligible for the same coverage). Those part-time Teacher electing Plan 1 shall pay the difference between the prorated amount and the full cost of the appropriate health insurance by direct payment or payroll deduction. C. The employer shall pay 80% of the total cost of the MESSA medical premium and deductible. 100% of the non-medical benefits. Additionally, the Board agrees to maintain this 80/20 cost-sharing provision during the life of this Agreement. Employees shall contribute 20% of the medical premium and the annual deductible. Employer shall fund 100% of the MESSA ABC Plan 1 annual deductible (minus the employees 20% contribution) to the employees’ Health Equity (HEQ) Health Savings Account (HSA) for each plan year. Deposits would be made in quarterly installments beginning on January 1, then April 1, then July 1, and the last installment on October 1 of each year. The District will fund the balance of the deductible due ahead of schedule for any member who incurs significant medical claims prior to receiving all four quarterly deposits. For teachers hired after January 1, the Employer will fund a percentage of the MESSA ABC Plan I annual deductible to the employees’ Health Equity” (HEQ) Health Savings Account (HSA) for each plan year equal to the percentage of the calendar year they work. Employee contributions shall be payroll deducted. Payments will start with the first pay date after the open enrollment period ends. The annual payment amount will be distributed equally throughout the remainder of the payroll dates for the school year through a qualified Section 125 plan and shall not be subject to withholding. The Employer’s qualified Section 125 plan shall include any and all of the provisions necessary for pre-tax contributions to employees’ HSA accounts. In the event an employee is not qualified for a Health Savings Account for any of the months of the deductible plan year, the employer shall contribute the negotiated amount of funding as set forth in the agreement to either a Flexible Spending Account (“FSA”) or a 403(b). Affected employees shall notify the employer where to contribute the money on or before December 15 of each school year. Employees may contribute, through payroll deduction and electronic transfer additional money towards their HSA up to the maximum amounts allowed by Federal Law. The parties understand that in the event the minimum deductible necessary for a medical plan to comply with HSA eligibility is increased beyond the current deductible level in MESSA ABC Plan 1, the deductible (and the Employer’s funding of the deductible) will automatically adjust to meet the federal minimum requirement. D. Benefit Plan 1 Plan 2 1. Health Insurance MESSA ABC Plan 1 Deductible $1400/$2800 ABC Rx SO OL/OV/SV $0 Coinsurance 2. Long Term Disability MESSA Same as Plan 1 Coverage 66 2/3% of salary up to $7,500 monthly maximum 90 calendar days modified fill Pre-existing condition waiver Alcohol/drug (same as any other illness) Mental/Nervous (same as any other illness) Soc. Sec. Offset- Primary Own- Occupation 2 years COLA- No SS Freeze- Yes 3. Dental Insurance MESSA/Delta Dental Same as Plan 1 Coverage Diag & Prev – 80% Basic Services- 80% (X Rays) Major services 80% Annual Max- $1800 Orthodontics- 80% Lifetime Max- UCR Riders- 2 cleanings, AO 4. Life Insurance MESSA Negotiated Term Same as Plan 1 Life $45,000 with $45,000 AD&D, Waiver of Premium 5. Vision Insurance MESSA Vision Enhanced Same as Plan 1 6. Options Not Available Pursuant to the terms of the District’s Section 125 Plan, All teachers electing to take the Plan 2 option in lieu of medical insurance shall receive 80% of the amount of the single subscriber premium rate for the insurance plan provided to other members of the association. (prorated for part-time Teacher). Cash in lieu payments will start with the first pay date after the open enrollment period ends. The annual payment amount will be distributed equally throughout the remainder of the payroll dates for the school year. Any modifications of the Section 125 Plan which affect bargaining unit members will be subject to negotiations with the Association.

  • Meadow Protection Reasonable care shall be taken to avoid damage to the cover, soil, and wa- ter in ▇▇▇▇▇▇▇ shown on Sale Area Map. Vehicular or skidding equipment shall not be used on ▇▇▇▇▇▇▇, ex- cept where roads, landings, and tractor roads are ap- proved under B5.1 or B6.422. Unless otherwise agreed, trees felled into ▇▇▇▇▇▇▇ shall be removed by endlining.

  • Whistle Blowing Protection The Employer agrees to adhere to the whistle blowing protection pursuant to the

  • Job Protection 15.9.1 Subject to 15.10 below, an employee returning from parental leave is entitled to resume work in the same position or a similar position to the one they occupied at the time of commencing parental leave. A similar position means a position: (a) At the equivalent salary, grading; (b) At the equivalent weekly hours of duty; (c) In the same location or other location within reasonable commuting distance; and (d) Involving responsibilities broadly comparable to those experienced in the previous position. 15.9.2 Where applicable, employees shall continue to be awarded increments when their incremental date falls during absence on parental leave.