Termination of Services Clause Example from Business Contracts

Termination of Services. Following the Participant's Termination of Service, the RSUs shall vest and settle or be forfeited as set forth in this Section 5. (a) Death or Disability. In the event of the Participant's Termination of Service at any time due to the Participant's death or Disability, any unvested RSUs shall be forfeited as of the date of such termination without any payment to the Participant. (b) For Cause. In the event of the Participant's Termination of Service for Cause (as defined below), any unvested RS...Us shall be forfeited as of the date of such termination without any payment to the Participant. "Cause" means the Company's good faith determination of the Participant's: (i) willful material breach, or habitual neglect of, the Participant's duties or obligations in connection with the Participant's employment or service; (ii) having engaged in willful misconduct, gross negligence or a breach of fiduciary duty, or his or her willful material breach of his or her duties to the Company or under his or her Employment Agreement, if applicable, or of any of the Company policies; (iii) having been convicted of, or having entered a plea bargain or settlement admitting guilt for, (x) a felony or (y) any other criminal offense involving moral turpitude, fraud or, in the course of the performance of the Participant's service to the Company, material dishonesty; (iv) unlawful use or possession of illegal drugs on the Company's premises or while performing the Participant's duties and responsibilities to the Company; or (v) the commission of an act of fraud, embezzlement or material misappropriation, in each case, against the Company or any Affiliate; provided that, in the case of clauses (i) and (ii) above, the Company shall provide the Participant with written notice specifying the circumstances alleged to constitute Cause, and, if possible, the Participant shall have 30 days following receipt of such notice to cure such circumstances. (c) For Any Other Reason. In the event of the Participant's Termination of Service at any time under circumstances not described in Sections 5(a) or 5(b), any unvested RSUs shall be forfeited as of the date of such termination without any payment to the Participant. View More