Termination Without Cause; Severance Payment Sample Clauses

Termination Without Cause; Severance Payment. This Agreement and Employee's employment may be terminated without prior notice at any time, with or without cause, by the City Manager. In the event Employee is terminated without cause, other than under an Automatic Termination instance as provided for in Section 3.4.3 above, and at such time as Employee is willing and able to perform his/her duties under this Agreement, the City agrees to pay Employee, in compliance with Government Code Sections 53260 and 3511.2, a maximum severance payment equal to the lesser of: (1) six (6) months Base Salary, as described in Section 3.5 below; or (2) the unexpired Term of this Agreement, as described in Section 3.3 above, multiplied by Employee’s Base Salary, as described in Section 3.5 below (“Severance Payment”); provided, however, that Employee shall be required to fully comply with the terms of Section 3.4.5 below as a condition to receiving the Severance Payment. If Employee fully complies with Section 3.4.5, the Severance Payment shall be Employee's sole and exclusive remedy for termination without cause. If Employee fails to fully comply with Section 3.4.5, Employee understands, acknowledges and agrees that he/she shall have no remedy, in law or equity, for termination without cause. Upon termination, Employee shall also be entitled to compensation for accrued and unused annual leave, as provided for in the Executive Group Employee Resolution. The Severance Payment and annual leave cash-out, if any, shall be paid by the City in one lump sum, less applicable deductions, on the date provided for in the release required pursuant to Section 3.4.5 below.