Termination of Employment Clause Example from Business Contracts

Termination of Employment. If the Optionee's employment by the Company or a Subsidiary (as defined in the Plan) is terminated, the exercisability of this Stock Option may be accelerated and the period within which to exercise the Stock Option may be subject to earlier termination as set forth below. The Administrator's determination of the reason for termination of the Optionee's employment shall be conclusive and binding on the Optionee and his or her representatives or legatees. Except as set forth below, any portion of... this Stock Option that is not exercisable on the date of termination shall terminate immediately and be of no further force or effect. (a) Termination Due to Death or Disability. If the Optionee's employment terminates by reason of the Optionee's death or disability (as determined by the Administrator), any portion of this Stock Option outstanding on such date shall become fully exercisable and may thereafter be exercised by the Optionee or the Optionee's legal representative or legatee (as applicable) for a period of 12 months from the date of termination or until the Expiration Date, if earlier. (b) Termination for Cause. If the Optionee's employment terminates for Cause, any portion of this Stock Option outstanding on such date, whether or not exercisable, shall terminate immediately and be of no further force and effect. For purposes hereof, unless otherwise provided in an employment agreement between the Company and the Optionee, "Cause" for termination shall be deemed to exist upon (a) the Optionee's continued non-performance of the Optionee's duties to the Company or a Subsidiary (other than by reason of the Optionee's physical or mental illness, incapacity or disability); (b) the Optionee's commission of any crime involving moral turpitude or any felony; (c) the Optionee's violation of any confidentiality, noncompetition or nonsolicitation covenants with respect to the Company or a Subsidiary; (d) the Optionee's material violation of the Company's or a Subsidiary's policies or rules material to the Optionee's employment; (e) the Optionee's engagement in deliberate dishonesty with regard to the Company or a Subsidiary or (f) the Optionee's failure to cooperate with a bona fide internal investigation or an investigation by regulatory or law enforcement authorities, after being instructed by the Company or a Subsidiary to cooperate, or the willful destruction or failure to preserve documents or other materials known to be relevant to such investigation or the inducement of others to fail to cooperate or to produce documents or other materials in connection with such investigation. 3 (c) Other Termination. If the Optionee's employment terminates for any reason other than the Optionee's death, the Optionee's disability or Cause, and unless otherwise determined by the Administrator, any portion of this Stock Option outstanding on such date may be exercised, to the extent exercisable on the date of termination, for a period of three months from the date of termination or until the Expiration Date, if earlier. View More