Payments Upon Termination Contract Clauses (241)

Grouped Into 7 Collections of Similar Clauses From Business Contracts

This page contains Payments Upon Termination clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Payments Upon Termination. Executive will be entitled to receive payment of the following: (i) all earned but unpaid compensation (including accrued unpaid vacation) through the effective date of termination, payable on or before the termination date; and (ii) reimbursement, made in accordance with Section 4(e) of the Employment Agreement, of any monies advanced or incurred by Executive in connection with his/her employment for reasonable and necessary Company-related expenses incurred on or before the Termination Date. T...he provisions of this Agreement shall not waive SEPARATION AND RELEASE AGMT STD 11.20.14 ACCURAY CONFIDENTIAL or terminate any rights to compensation or vested benefits under the Company's benefits plans or as required by law, or to indemnification Executive may have under the Company's Certificate of Incorporation, Bylaws or separate indemnification agreement, as applicable. View More
Payments Upon Termination. Executive will be entitled to receive payment of the following: or consideration as follows: (i) all earned but unpaid compensation (including accrued unpaid vacation) through the effective date of termination, payable on or before the termination date; (ii) ability to retain Executive's Company issued laptop and (ii) iPad; provided that Executive (a) provides such laptop and iPad to the Company so that the Company may remove any Proprietary Information as well as any software licensed to the Co...mpany and (b) abides by Executive's confidentiality obligations herein and in the Employment Agreement, and (iii) reimbursement, made in accordance with Section 4(e) of the Employment Agreement, of any monies advanced or incurred by Executive in connection with his/her employment for reasonable and necessary Company-related expenses incurred on or before the SEPARATION AND RELEASE AGMT STD 11.2.16 ACCURAY CONFIDENTIAL 1 Termination Date. The provisions of this Agreement shall not waive SEPARATION AND RELEASE AGMT STD 11.20.14 ACCURAY CONFIDENTIAL or terminate any rights to compensation or vested benefits under the Company's benefits plans or as required by law, or to indemnification Executive may have under the Company's Certificate of Incorporation, Bylaws or separate indemnification agreement, as applicable. View More
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Payments Upon Termination. Upon termination of Officer's employment for any of the reasons set forth in Section 6 above, Officer will receive payment forall Base Salary and benefits earned (and payable under the terms of any applicable plan) as of the date of Officer's termination ("Earned Compensation"), which shall be paid by the end of the business day following termination or sooner if required by applicable law.
Payments Upon Termination. Upon termination of Officer's employment for any of the reasons set forth in Section 6 above, 6, Officer will receive payment forall for all Base Salary and benefits earned (and payable under the terms of any applicable plan) as of the date of Officer's termination ("Earned (the "Earned Compensation"), which shall be paid by the end of the business day following termination or sooner if required by applicable law.
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Payments Upon Termination. (a) Upon termination of this Agreement and Executive's employment hereunder due to Executive's death or disability pursuant to Section 5(a) hereof, (i) the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) shall be entitled to receive any Base Salary and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination (and reimbursement under this Agreement... for expenses incurred prior to the date of termination) and (ii) the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) shall have no further rights to any other compensation or benefits hereunder, or any other rights hereunder (but, for the avoidance of doubt, shall receive such disability and death benefits as may be provided under the Company's plans and arrangements in accordance with their terms). (b) Upon termination of this Agreement and Executive's employment hereunder (i) by the Company for Cause pursuant to Section 5(b) hereof or by Executive other than for Good Reason pursuant to Section 5(e) hereof, (i) the Company shall pay to Executive an amount equal to Executive's then Base Salary and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination (and reimbursement under this Agreement for expenses incurred prior to the date of termination) and (ii) the Executive shall have no further rights to any other compensation or benefits under this Agreement on or after the termination of employment. (c) Upon termination of this Agreement and Executive's employment hereunder (i) by the Company without Cause pursuant to Section 5(c) hereof, (ii) by Executive for Good Reason pursuant to Section 5(d) hereof or (iii) by Executive following a Change in Control of the Company pursuant to Section 5(f) hereof, (x) the Company shall pay to Executive (I) an amount equal to the Executive's then Base Salary for a period of (a) three years or (b) through the Termination Date, whichever is greater, and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination (and reimbursement under this Agreement for expenses incurred prior to the date of termination); and (II) an amount equal to 3.0 times (a) the average of the Base Salary amounts paid to Executive over the three calendar years prior to the date of Termination, (b) if less than three years have elapsed between the date of this Agreement and the date of termination, the highest Base Salary paid to Executive in any calendar year prior to the date of Termination, or (c) if less than 12 months have elapsed from the date of this Agreement to the date of termination, the highest Base Salary received in any month times 12; and (y) the Executive shall have no further rights to any other compensation or benefits under this Agreement on or after the termination of employment. 6 (d) Nothing contained in this Section 6 shall affect the terms of any employee stock options, stock grants, or other equity-based compensation that may have been issued by the Company to Executive, which in the event of termination of Executive's employment with the Company shall continue to be governed by their own terms and conditions. (e) Unless the payment is required to be delayed pursuant to Code Section 409A (as defined below), the cash amounts payable to the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) under this Section 6 shall be paid to the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) in a single-sum payment within 60 days following the effective date of termination of this Agreement and Executive's employment hereunder. View More
Payments Upon Termination. (a) Upon termination of this Agreement and the Executive's employment hereunder due to the Executive's death or disability pursuant to Section 5(a) 4(a) hereof, (i) the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) shall be entitled to receive any Base Salary and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination (and reimbursement under t...his Agreement for expenses incurred prior to the date of termination) and (ii) the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) shall have no further rights to any other compensation or benefits hereunder, or any other rights hereunder (but, for the avoidance of doubt, shall receive such disability and death benefits as may be provided under the Company's plans and arrangements in accordance with their terms). (b) Upon termination of this Agreement and the Executive's employment hereunder (i) by the Company for Cause pursuant to Section 5(b) hereof or by Executive other than for Good Reason pursuant to Section 5(e) 4(b) hereof, (i) the Company shall pay to the Executive an amount equal to the Executive's then Base Salary and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination (and reimbursement under this Agreement for expenses incurred prior to the date of termination) termination); and (ii) (y) the Executive shall have no further rights to any other compensation or benefits under this Agreement on or after the termination of employment. (c) Upon termination of this Agreement and the Executive's employment hereunder (i) by the Company without Cause pursuant to Section 5(c) 4(c) hereof, (ii) by Executive for Good Reason pursuant to Section 5(d) hereof or (iii) by Executive following a Change in Control of the Company pursuant to Section 5(f) hereof, (x) the Company shall (i) pay to the Executive (I) an amount equal to the Executive's his then Base Salary for a period of (a) three years or (b) through the Termination Date, whichever is greater, and other benefits (including any bonus for a calendar year completed before termination) earned and accrued under this Agreement prior to the date of termination; (ii) during each twelve (12) month period following such termination (and reimbursement without Cause, and for a total of thirty-six (36) months, pay to the Executive an annual amount equal to thirty-five percent (35%) of the Executive's then Base Salary earned under this Agreement for expenses incurred immediately prior to the date of termination); and (II) an amount termination, in equal to 3.0 times (a) the average of the Base Salary amounts paid to Executive over the three calendar years prior to monthly installments, commencing on the date of Termination, (b) if less than three years have elapsed between the date of this Agreement termination and the date of termination, the highest Base Salary paid to Executive in any calendar year prior to the date of Termination, or (c) if less than 12 ending thirty-five months have elapsed from the date of this Agreement to the date of termination, the highest Base Salary received in any month times 12; thereafter; and (y) (iii) the Executive shall have no further rights to any other compensation or benefits under this Agreement on or after the termination of employment. 6 (d) Nothing contained in this Section 6 shall affect the terms of any employee stock options, stock grants, or other equity-based compensation that may have been issued by the Company to Executive, which in the event of termination of Executive's employment with the Company shall continue to be governed by their own terms and conditions. (e) Unless the payment is required to be delayed pursuant to Code Section 409A (as defined below), the cash amounts payable to the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) under this Section 6 5 shall be paid to the Executive (or the Executive's estate or beneficiaries in the case of the death of the Executive) in a single-sum payment within 60 days accordance with the regular payroll practices of the Company following the effective date of termination of this Agreement and the Executive's employment hereunder. 2 (e) The Executive acknowledges that, if required by the Company prior to making the payments and benefits set forth in Section 5 (other than accrued but unpaid Base Salary and other benefits), all such payments and benefits are subject to his execution of a general release from liability of the Company and its respective officers, directors and employees, and such release becoming irrevocable by its terms. If the Executive fails to execute such release, or such release does not become irrevocable, all such payments and benefits set forth in Section 5 hereof shall be forfeited. View More
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Payments Upon Termination. If your employment with the Company terminates other than as set forth in Section 5 below, then (a) all vesting will cease immediately with respect to your then-outstanding Equity Awards and (b) the only amounts payable to you by the Company will be (i) any unpaid base salary due for periods prior to the date of termination of your employment and (ii) any accrued but unused vacation through such termination date. Such payments, if any, will be made promptly upon termination and within the period... of time mandated by law. View More
Payments Upon Termination. If your employment with the Company terminates other than as set forth in Section 5 below, then (a) all vesting will cease immediately with respect to your then-outstanding Equity Awards and (b) the only amounts payable to you by the Company will be (i) any unpaid base salary due for periods prior to the date of termination of your employment and (ii) any accrued but unused vacation through such termination date. Such Peter Hovenier April 1, 2013 Page 2 payments, if any, will be made promptly up...on termination and within the period of time mandated by law. View More
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Payments Upon Termination. Upon termination of employment for any reason, Executive shall receive payment of his Base Salary, pro-rated to the date of termination, as well as any other accrued, but unpaid benefits (collectively the "Accrued Compensation"). Accrued Compensation will be paid in a lump sum on the date required under applicable law. Except as expressly stated in this Agreement, all other employment related obligations of Company to Executive shall be automatically terminated and completely extinguished with t...he termination of Executive's employment. View More
Payments Upon Termination. Upon termination of employment for any reason, Executive Mr. Seale shall receive payment of his Base Salary, pro-rated to the date of termination, as well as any other accrued, but unpaid benefits (collectively the "Accrued Compensation"). Accrued Compensation will be paid in a lump sum on the date required under applicable law. Except as expressly stated in this Agreement, all other employment related obligations of Company to Executive Mr. Seale shall be automatically terminated and completely... extinguished with the termination of Executive's Mr. Seale's employment. View More
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Payments Upon Termination. 2.1. If the Company terminates the Employee's employment without Cause, or the Employee terminates his or her employment with Good Reason, the Company will pay the Employee an amount equal to his Severance Compensation in six (6) equal monthly installments in arrears commencing one month after the date of termination and shall also pay him, on the date of termination, his Accrued Base Compensation as of the termination date. The Company's obligation to make such payments shall cease upon the Emp...loyee's material breach of any written agreement between the Company and the Employee or of any written policy of the Company by which the Employee is bound, if such breach causes or is substantially likely to cause material harm to the Company. All payments to be made under Section 2.3 shall be made on the same schedule as set forth in this Section 2.1. In addition, in the event of such termination without cause or if the Employee terminates for Good Reason, then to the extent Employee holds Stock Awards subject to future vesting in the Company, the Employee will continue to vest such Stock Awards for a period of six (6) months from the date of termination so long as if such Stock Awards are subject to performance-based vesting criteria that such performance-based vesting criteria are achieved within six (6) months from the date of termination. In the event that such Stock Awards that vested during the six month period included stock options, the Employee will have 3 business days from the date of termination to exercise. 2.2. If the Company terminates the Employee's employment at any time for Cause, or upon the Employee's death or Disability, the Company will pay the Employee his Accrued Base Compensation. 2.3. Upon any termination of the Employee's employment with the Company to which Section 2.1 applies, the Company shall maintain the benefits that the Employee is receiving as of the termination date and shall take such measures as are permissible under its medical, life, and disability insurance and any other employee benefit plans or programs to continue coverage or reimbursement for the Employee (and the Employee's family, if applicable) on the same terms (including any required contribution by the Employee) as immediately prior to such termination. If it is not permissible to continue any such coverage under any such insurance plans, the Company will pay the Employee, as additional severance compensation, such amount, net of state and federal income taxes payable by the Employee with respect thereto, as will be sufficient for the Employee to obtain such insurance coverage on an individual basis assuming that the Employee (and each member of the Employee's family who is to be covered) is a "standard risk" for insurance purposes. The Employee's rights under this Section 2.3 shall continue only for so long as the Employee is entitled to receive payments of Severance Compensation under Section 2.1. View More
Payments Upon Termination. 2.1. If the Company terminates the Employee's employment without Cause, or the Employee terminates his or her employment with Good Reason, the Company will pay the Employee an amount equal to his Severance Compensation in six (6) equal monthly installments in arrears commencing one month after the date of termination and shall also pay him, Employee, on the date of termination, his Accrued Base Compensation as of the termination date. date and an amount equal to his Severance Compensation in twe...lve (12) equal monthly installments in arrears, commencing on the Release Effective Date (defined below). The Company's obligation to make such payments and any payments required under Section 2.3 shall cease upon the Employee's material breach of any written agreement between the Company and the Employee or of any written policy of the Company by which the Employee is bound, if such breach causes or is substantially likely to cause material harm to the Company. All payments to be made under Section 2.3 shall be made on the same schedule as set forth in this Section 2.1. In addition, in the event of such termination without cause Cause or if the Employee terminates for Good Reason, then to the extent Employee holds Stock Awards subject to future performance vesting in the Company, the Employee will continue to vest such performance vesting Stock Awards shall remain in effect for a period of six (6) months from following the date of Employee's termination so long as if and the Employee will vest with respect to such performance based Stock Awards are subject to performance-based vesting criteria that if such performance-based vesting criteria are achieved within six (6) months from the date of Employee's termination. In the event that any such performance-based Stock Awards that vested vest during the six month period included stock includes performance-based options, the Employee will have 3 business days three (3) months from the date of being notified of the vesting of such performance based options to exercise such options. At the end of such three (3) month period, such options shall terminate. In the event that the Employee has any Stock Awards that vest based on time, if the Company terminates the Employee's employment without Cause, or the Employee terminates his employment with Good Reason, then the vesting of such time-based Stock Awards shall be accelerated by six months as of the date of such termination and the Employee shall have three months from the termination date to exercise. exercise any such time-based Stock Awards which are stock options. 2.2. If the Company terminates the Employee's employment at any time for Cause, or upon the Employee's death or Disability, the Company will pay the Employee his Accrued Base Compensation and will have no obligation to pay Severance Compensation. 2.3. Upon any termination of the Employee's employment with the Company to which Section 2.1 applies, the Company shall maintain the benefits that the Employee is receiving as of the termination date for a period of twelve (12) months unless earlier terminated pursuant to Section 2.1 and shall take such measures as are permissible under its medical, life, and disability insurance and any other employee benefit plans or programs to continue coverage or reimbursement for the Employee (and the Employee's family, if applicable) applicable), through COBRA or any state health care continuation law, if applicable, on the same terms (including any required contribution by the Employee) as immediately prior to such termination. If it is not permissible to continue any such coverage under any such insurance plans, the Company will pay the Employee, as additional severance compensation, such amount, net of state and federal income taxes payable by the Employee with respect thereto, as will be sufficient for the Employee to obtain such insurance coverage on an individual basis assuming that the Employee (and each member of the Employee's family who is to be covered) is a "standard risk" for insurance purposes. The Employee's rights under this Section 2.3 purposes and any such severance payments shall continue only for so long be made at the same time as the Employee is entitled severance payments to receive payments of Severance Compensation be made under Section 2.1. 2 3. Change of Control. In the event of a Change of Control in which the Company is valued at equal to or greater than $75 million, the vesting schedule set forth in each outstanding Stock Award shall, on the date of the Change of Control, be accelerated such that all (100%) of the Employee's Stock Awards subject to future vesting shall become vested on the closing of such event. View More
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Payments Upon Termination. a. Salary. The Company will pay Executive her pro rata base salary through the Termination Date. b. Benefits. The Company will continue to provide Executive with applicable benefits in accordance with the terms of any incentive compensation, retirement, employee welfare or other employee benefit plans or programs of the Company in which Executive currently is participating in accordance with the terms of such plans or programs through March 31, 2015. c. Vacation and Holiday Pay. All accrued vaca...tion and holiday benefits as of the Termination Date shall be paid to Executive in one lump sum (less applicable tax withholdings) on the first payday following the Termination Date. Thereafter, no further vacation or holiday benefits will accrue. d. Expenses. The Company will reimburse Executive for all reasonable expenses incurred by Executive in the performance of her duties up through the Termination Date, in accordance with the Company's established expense reimbursement policy and practices. View More
Payments Upon Termination. a. Salary. The Company will pay Executive her his pro rata base salary through the Termination Date. b. Benefits. The Company will continue to provide Executive with applicable benefits in accordance with the terms of any incentive compensation, retirement, employee welfare or other employee benefit plans or programs of the Company in which Executive currently is participating in accordance with the terms of such plans or programs through March 31, 2015. c. Vacation and Holiday Pay. All accrued ...vacation and holiday benefits as of the Termination Date shall be paid to Executive in one lump sum (less applicable tax withholdings) on the first payday following the Termination Date. Thereafter, no further vacation or holiday benefits will accrue. d. c. Expenses. The Company will reimburse Executive for all reasonable expenses incurred by Executive in the performance of her his duties up through the Termination Date, in accordance with the Company's established expense reimbursement policy and practices. View More
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