Involuntary Termination Clause Example with 5 Variations from Business Contracts

This page contains Involuntary Termination clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Involuntary Termination. In the event of the Executive's Involuntary Termination, at any time after the date hereof the Executive shall be entitled to receive an amount equal to thirty six (36) months of the Executive's Base Salary which shall be paid within ten (10) days; provided, however, upon the two (2) year anniversary of the date hereof, such payment shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. In addition to the foregoing severance payment, in the event of the Exec...utive's Involuntary Termination, the Executive shall be entitled to receive, within ten (10) days following the Executive's Involuntary Termination, a lump sum payment equal to one hundred percent (100%) of (a) any actual bonus amount earned with respect to a previous year to the extent that all the conditions for payment of such bonus have been satisfied (excluding any requirement to be in employment with the Company as of a given date which is after the Termination Date) and any such bonus was earned but is unpaid on the Termination Date. 3.2 Equity Compensation Acceleration. Upon the Executive's Involuntary Termination, at any time after the date hereof, the vesting and exercisability of all then outstanding stock options and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of the shares. In addition, the Exercise Period under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured from the date of Involuntary Termination. -2- 3.3 COBRA. In the event of the Executive's Involuntary Termination, at any time after the date hereof, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage as in effect immediately prior to the Executive's Involuntary Termination for a period of eighteen (18) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") Insurance Policies immediately prior to the Termination Date, the Company or its Successor shall continue to provide coverage under the Insurance Policies for not less than thirty-six (36) months following the Executive's Involuntary Termination on substantially the same terms of the Insurance Policies in effect immediately prior to the Termination Date. View More
Found in Muscle Maker, Inc. contract

Variations of a "Involuntary Termination" Clause from Business Contracts

Involuntary Termination. In the event of the Executive's Involuntary Termination, at any time after the date hereof the Executive shall be entitled to receive an amount equal to thirty six (36) months of the Executive's Base Salary which shall be paid within ten (10) days; provided, however, upon the two (2) year anniversary of the date hereof, such payment shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. In addition to the foregoing severance payment, in the event of the Exec...utive's Involuntary Termination, the Executive shall be entitled to receive, receive an amount equal to twelve (12) months of the Executive's Base Salary, which shall be paid according to the following schedule: (i) a lump sum payment equal to one-fourth of such amount shall be payable within ten (10) days following the Termination Date, and (ii) one-fourth of such amount shall be payable within ten (10) days of each of the three-month, six-month and nine-month anniversaries of the Termination Date (and in each case no interest shall accrue on such amount); provided, however, that if Section 409A of the Code would otherwise apply to such cash severance payment, it instead shall be paid at such time as permitted by Section 409A of the Code. Notwithstanding the foregoing, if the Involuntary Termination occurs within the first twelve (12) months following the Effective Date, the amounts paid will instead equal six (6) months of the Executive's Involuntary Termination, Base Salary. 2 4.2 COBRA. The Company will reimburse Executive for the cost of continuation of health coverage for Executive and Executive's eligible dependents pursuant to COBRA until the earlier of (i) 12 months following the Termination Date, (ii) the date Executive is eligible for health coverage for Executive and Executive's eligible dependents from a new employer or (iii) the date Executive and Executive's eligible dependents are no longer eligible for COBRA; provided, however, if, at the time of the Termination Date, the Company determines that providing the COBRA reimbursement in this paragraph would result in a violation of law or an excise tax to the Company, then the Company instead will pay a lump sum payment equal to one hundred percent (100%) 150% of (a) any actual bonus amount earned with respect to a previous year to the extent that all the conditions for payment 12 months of such bonus have been satisfied (excluding any requirement to be in employment with the Company as of a given date which is after the Termination Date) and any such bonus was earned but is unpaid on Executive's estimated COBRA premiums, less applicable withholdings, within 10 days following the Termination Date. 3.2 4.3 Equity Compensation Acceleration. Exercise. Upon the Executive's Involuntary Termination, at any time after the date hereof, the vesting and exercisability of all then outstanding stock options and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of the shares. In addition, the Exercise Period with respect to vested Shares, under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured four (4) years from the date of Involuntary Termination. -2- 3.3 COBRA. In Termination or the event remaining term of the Executive's Involuntary Termination, at relevant equity award, whichever is the lesser. All unvested Shares under any time after such grants or other equity awards shall lapse and no longer be exercisable as of the date hereof, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage as in effect immediately prior to the Executive's Involuntary Termination for a period of eighteen (18) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 4.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") D&O Insurance Policies Policy immediately prior to the Termination Date, the Company or its Successor shall continue to provide coverage under the a D&O Insurance Policies Policy for not less than thirty-six (36) twenty-four (24) months following the Executive's Involuntary Termination on substantially the same terms of the D&O Insurance Policies Policy in effect immediately prior to the Termination Date. View More
Found in Ipsidy Inc. contract
Involuntary Termination. If the Executive's employment with the Company terminates by reason of an Involuntary Termination, then the Executive shall be entitled to the benefits described in Sections 4.1 and 4.3 above and in this Section 6 and shall have no further rights to any compensation or any other benefits from the Company or any of its affiliates. 6.1 Severance Payment. In the event of the Executive's Involuntary Termination, at any time after the date hereof the Executive shall be entitled to receive an amount e...qual to thirty six (36) months the aggregate of the Executive's Base Salary and target Cash Bonus then in effect for the Executive for the calendar year in which such termination occurs, which shall be paid in a lump sum payable within ten (10) days; provided, however, upon thirty (30) days following the two (2) year anniversary of the date hereof, such payment shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. Termination Date. In addition to the foregoing severance payment, in the event of the Executive's Involuntary Termination, the Executive shall be entitled to receive, within ten (10) thirty (30) days following the Executive's Involuntary Termination, Termination Date, a lump sum payment equal to one hundred percent (100%) the aggregate of (a) any actual bonus the following: (x) if the Executive's Involuntary Termination occurs before March 15, an amount earned equal to the Cash Bonus earned, but unpaid, with respect to a the previous calendar year based on the Compensation Committee's good faith determination of the level of attainment of the performance metrics for such previous calendar year; and (y) if the Executive's Involuntary Termination occurs after June 30, an amount equal to the extent that all target Cash Bonus then in effect for the conditions Executive for payment the calendar year in which such termination occurs prorated to reflect the number of such bonus have been satisfied (excluding any requirement to be in employment days the Executive was employed with the Company as of a given date which is after the Termination Date) and any during such bonus was earned but is unpaid on the Termination Date. 3.2 calendar year. 6.2 Equity Compensation Acceleration. Upon In the event of the Executive's Involuntary Termination, at any time after the date hereof, (a) the vesting and exercisability of all then outstanding stock options options, restricted stock, and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights awards that are subject to time-based vesting and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of on a prorated basis based upon the shares. In addition, the Exercise Period under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured period from the date of Involuntary Termination. -2- 3.3 COBRA. In grant of the event applicable award until the Executive's Termination Date compared to the total vesting period of the applicable award, and (b) any outstanding equity awards that vest based on the attainment of performance goals shall vest on a prorated basis based upon (i) the period from the first day of the performance period of the applicable award until the Executive's Termination Date compared to the total performance period of the applicable award, and (ii) the actual level of attainment of the performance metrics through the Termination Date determined in good faith by the Compensation Committee. 5 6.3 Healthcare Premiums. Upon the Executive's Involuntary Termination, at any time after the date hereof, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue pay to the Executive a one-time, lump sum payment of $25,000 to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage as in effect immediately prior to for the Executive's Involuntary Termination continued healthcare coverage, although there is no obligation that such payment be used for a period of eighteen (18) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 coverage. 6.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered Executive's coverage by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") D & O Insurance Policies Policy in effect immediately prior to before the Termination Date, Date shall be continued by the Company or its Successor shall continue to provide coverage under a D & O Insurance Policy with substantially the Insurance Policies same terms for not less than thirty-six (36) 24 months following the Executive's Involuntary Termination on substantially Termination. 6.5 No Mitigation; No Offset. In the same terms event of the Insurance Policies in effect immediately prior Executive's Involuntary Termination, the Executive shall be under no obligation to seek other employment or otherwise mitigate the Termination Date. obligations of the Company under this Agreement, and there shall be no offset against amounts due the Executive under this Agreement on account of any remuneration or other benefit earned or received by the Executive after such termination. View More
Found in Workhorse Group Inc. contract
Involuntary Termination. In the event of the Executive's Involuntary Termination, at any time after the date hereof the Executive shall be entitled to receive an amount equal to thirty six (36) months of the Executive's Base Salary which shall be paid within ten (10) days; provided, however, upon the two (2) year anniversary of the date hereof, such payment shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. In addition to the foregoing severance payment, in the event of the Exec...utive's Involuntary Termination, the Executive shall be entitled to receive, receive an amount equal to twelve (12) months of the Executive's Base Salary, which shall be paid according to the following schedule: (i) a lump sum payment equal to one-fourth of such amount shall be payable within ten (10) days following the Termination Date, and (ii) one-fourth of such amount shall be payable within ten (10) days of each of the three-month, six-month and nine-month anniversaries of the Termination Date (and in each case no interest shall accrue on such amount); provided, however, that if Section 409A of the Code would otherwise apply to such cash severance payment, it instead shall be paid at such time as permitted by Section 409A of the Code. Notwithstanding the foregoing, if the Involuntary Termination occurs within the first twelve (12) months following the Effective Date, the amounts paid will instead equal six (6) months of the Executive's Involuntary Termination, Base Salary. 2 4.2 COBRA. The Company will reimburse Executive for the cost of continuation of health coverage for Executive and Executive's eligible dependents pursuant to COBRA until the earlier of (i) 12 months following the Termination Date, (ii) the date Executive is eligible for health coverage for Executive and Executive's eligible dependents from a new employer or (iii) the date Executive and Executive's eligible dependents are no longer eligible for COBRA; provided, however, if, at the time of the Termination Date, the Company determines that providing the COBRA reimbursement in this paragraph would result in a violation of law or an excise tax to the Company, then the Company instead will pay a lump sum payment equal to one hundred percent (100%) 150% of (a) any actual bonus amount earned with respect to a previous year to the extent that all the conditions for payment 12 months of such bonus have been satisfied (excluding any requirement to be in employment with the Company as of a given date which is after the Termination Date) and any such bonus was earned but is unpaid on Executive's estimated COBRA premiums, less applicable withholdings, within 10 days following the Termination Date. 3.2 4.3 Equity Compensation Acceleration. Exercise. Upon the Executive's Involuntary Termination, at any time after the date hereof, the vesting and exercisability of all then outstanding stock options and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of the shares. In addition, the Exercise Period with respect to vested Shares, under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured two (2) years from the date of Involuntary Termination. -2- 3.3 COBRA. In Termination or the event remaining term of the Executive's Involuntary Termination, at relevant equity award, whichever is the lesser. All unvested Shares under any time after such grants or other equity awards shall lapse and no longer be exercisable as of the date hereof, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage as in effect immediately prior to the Executive's Involuntary Termination for a period of eighteen (18) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 4.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") D&O Insurance Policies Policy immediately prior to the Termination Date, the Company or its Successor shall continue to provide coverage under the a D&O Insurance Policies Policy for not less than thirty-six (36) twenty-four (24) months following the Executive's Involuntary Termination on substantially the same terms of the D&O Insurance Policies Policy in effect immediately prior to the Termination Date. View More
Found in Ipsidy Inc. contract
Involuntary Termination. In the event of the Executive's Involuntary Termination, at any time after the date hereof the Executive shall be entitled to receive an amount equal to thirty six (36) twelve (12) months of the Executive's Base Salary which shall be paid according to the following schedule: (i) a lump sum payment equal to one-fourth of such amount shall be payable within ten (10) days; days following the Termination Date, and (ii) one-fourth of such amount shall be payable within ten (10) days of each of the th...ree-month, six-month and nine-month anniversaries of the Termination Date (and in each case no interest shall accrue on such amount); provided, however, upon the two (2) year anniversary that if Section 409A of the date hereof, Code would otherwise apply to such payment cash severance payment, it instead shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. paid at such time as permitted by Section 409A of the Code. In addition to the foregoing severance payment, in the event of the Executive's Involuntary Termination, the Executive shall be entitled to receive, within ten (10) days following the Executive's Involuntary Termination, a lump sum payment equal to one hundred percent (100%) of (a) any actual bonus amount earned with respect to a previous year to the extent that all the conditions for payment of such bonus have been satisfied (excluding any requirement to be in employment with the Company as of a given date which is after the Termination Date) and any such bonus was earned but is unpaid on the Termination Date. 3.2 Date; and (b) the target bonus then in effect for the Executive for the year in which such termination occurs, such payment to be prorated to reflect the full number of months the Executive remained in the employ of the Company; provided, however, that if Section 409A of the Code would otherwise apply to such cash payment, it instead shall be paid at such time as permitted by Section 409A of the Code. To illustrate, if the Executive's target bonus at 100% equals $120,000 for the calendar year and the Executive is terminated on October 15th, then the foregoing payment shall equal $100,000 (i.e., ten (10) months' prorated bonus at one hundred percent (100%) with October counting as a full month worked). 4.2 Equity Compensation Acceleration. Upon the Executive's Involuntary Termination, at any time after the date hereof, the vesting and exercisability of all then outstanding stock options and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of the shares. In addition, shares subject to any such equity awards granted to the Exercise Period under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured from the date of Involuntary Termination. -2- 3.3 Executive. -4- 4.3 COBRA. In the event of the Executive's Involuntary Termination, at any time after the date hereof, expiration of twelve months after the Effective Date, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage for the employee only as in effect immediately prior to the Executive's Involuntary Termination for a period of eighteen (18) twelve (12) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 4.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") D&O Insurance Policies Policy immediately prior to the Termination Date, the Company or its Successor shall continue to provide coverage under the a D&O Insurance Policies Policy for not less than thirty-six (36) twenty-four (24) months following the Executive's Involuntary Termination on substantially the same terms of the D&O Insurance Policies Policy in effect immediately prior to the Termination Date. View More
Found in 2 Contracts from Workhorse Group Inc.
Involuntary Termination. In the event of the Executive's Involuntary Termination, at any time after the date hereof expiration of six months from the Effective Date the Executive shall be entitled to receive an amount equal to thirty six (36) (6) months of the Executive's Base Salary which shall be increased to twelve (12) months of the Executive's Base Salary after the expiration of twelve months from the Effective Date which shall be paid according to the following schedule: (i) a lump sum payment equal to one-fourth ...of such amount shall be payable within ten (10) days; days following the Termination Date, and (ii) one-fourth of such amount shall be payable within ten (10) days of each of the three-month, six-month and nine-month anniversaries of the Termination Date (and in each case no interest shall accrue on such amount); provided, however, upon the two (2) year anniversary that if Section 409A of the date hereof, Code would otherwise apply to such payment cash severance payment, it instead shall be reduced from thirty six (36) months to equal an amount equal to twelve (12) months. paid at such time as permitted by Section 409A of the Code. In addition to the foregoing severance payment, in the event of the Executive's Involuntary Termination, the Executive shall be entitled to receive, within ten (10) days following the Executive's Involuntary Termination, a lump sum payment equal to one hundred percent (100%) of (a) any actual bonus amount earned with respect to a previous year to the extent that all the conditions for payment of such bonus have been satisfied (excluding any requirement to be in employment with the Company as of a given date which is after the Termination Date) and any such bonus was earned but is unpaid on the Termination Date. 3.2 Date; and (b) the target bonus then in effect for the Executive for the year in which such termination occurs, such payment to be prorated to reflect the full number of months the Executive remained in the employ of the Company; provided, however, that if Section 409A of the Code would otherwise apply to such cash payment, it instead shall be paid at such time as permitted by Section 409A of the Code. To illustrate, if the Executive's target bonus at 100% equals $120,000 for the calendar year and the Executive is terminated on October 15th, then the foregoing payment shall equal $100,000 (i.e., ten (10) months' prorated bonus at one hundred percent (100%) with October counting as a full month worked). 4.2 Equity Compensation Acceleration. Upon the Executive's Involuntary Termination, at any time after the date hereof, expiration of twelve months from the Effective Date, the vesting and exercisability of all then outstanding stock options and in the case of Involuntary Termination by Executive for a Good Reason pursuant to Section 6.7 (f) below, all outstanding shares of restricted stock (or any other equity award, including, without limitation, stock appreciation rights and restricted stock units) granted to the Executive under any Company Plans shall be accelerated as to 100% of the shares. shares subject to any such equity awards granted to the Executive. In addition, the Exercise Period Period, under the Company Plans for the purposes of the Executive's stock options granted under the Company Plans shall be extended so as to expire on the last day of the term applicable to such stock option, as measured from the date of Involuntary Termination. -2- 3.3 4.3 COBRA. In the event of the Executive's Involuntary Termination, at any time after the date hereof, expiration of twelve months after the Effective Date, if the Executive timely elects coverage under the Consolidated Budget Reconciliation Act of 1985, as amended ("COBRA"), the Company shall continue to provide to the Executive, at the Company's expense, the Company's health-related employee insurance coverage for the employee only as in effect immediately prior to the Executive's Involuntary Termination for a period of eighteen (18) twelve (12) months following such Involuntary Termination. The date of the "qualifying event" for the Executive and any dependents shall be the Termination Date. 3.4 -5- 4.4 Indemnification. In the event of the Executive's Involuntary Termination, (a) the Company shall continue to indemnify the Executive against all claims related to actions arising prior to the Termination Date to the fullest extent permitted by law, and (b) if the Executive was covered by the Company's directors' and officers' insurance policy or errors and omissions insurance policy, or an equivalent thereto, (the "Insurance Policies") D&O Insurance Policies Policy immediately prior to the Termination Date, the Company or its Successor shall continue to provide coverage under the a D&O Insurance Policies Policy for not less than thirty-six (36) twenty-four (24) months following the Executive's Involuntary Termination on substantially the same terms of the D&O Insurance Policies Policy in effect immediately prior to the Termination Date. View More
Found in Avalon GloboCare Corp. contract