Termination Contract Clauses (53,121)

Termination. In the event the S-1 is withdrawn by TPB for any reason, this Agreement shall automatically terminate and become null and void without any further action by the parties.

Termination. The Transition Period (and your employment) may be terminated at any time if (a) you resign for any reason resign, or (b) Yelp terminates your employment due to your (i) material breach of Yelp policy or procedure or other misconduct, (ii) material breach of any written agreement with Yelp, including, but not limited to, this Agreement, or (iii) failure to perform your job duties as assigned to you in a timely and satisfactory manner during the Transition Period (an "Early Termination"). Period. In the event of an Early Termination, you will receive no further compensation or benefits from Yelp other than as expressly provided herein or as required by applicable law. Nothing in this Agreement is intended to affect the at-will status of your employment with Yelp. Yelp Inc. ● 140 New Montgomery Street, San Francisco, California 94105 ● Telephone: 415.908.3801 ● Fax: 415.908.3833 7. Proprietary Information Obligations. You acknowledge and reaffirm your obligation to comply with the Confidentiality and Inventions Assignment Agreement you signed as a condition of your employment with Yelp. View More

Termination. 7.1. The Contract CFO can terminate this agreement by giving the Company thirty (30) days notice to the Company. The Company can terminate this agreement by giving the Contract CFO thirty (30) days notice. 7.2. The Company can terminate this agreement immediately, without penalties, by demonstrating willful misconduct, malfeasance, gross negligence or other like conduct adversely affecting the best interests of the Company, including, without limitation, (i) the failure or neglect by the... Contract CFO to perform his duties hereunder; (ii) the commission of any felony against the Company, including, without limitation, any fraud against the Company, any of its affiliates, clients or customers of the Company; (iii) failure to abide by Company's written policies including without limitation those pertaining to insider trading, harassment or workplace safety. Company. View More

Termination. Notwithstanding the provisions of Section 2, paragraph 2: the Company may terminate the term of this Agreement (a) (i) for any reason whatsoever upon thirty (30) days' prior written notice to Consultant, and (b) (ii) immediately upon written notice to Consultant, if Consultant engages in misconduct, or if any of the Services is performed or is being performed in an unsatisfactory manner, each of which shall be as determined by the Company in its sole discretion. In the event of any termination... of the term of this Agreement, the Company shall be responsible for any portion of the compensation owned to Consultant under paragraph 3 for any Services rendered prior to the effective date of such termination. Within five (5) days after any termination of the term of this Agreement, Consultant shall deliver to the Company all Work Product work product resulting from the performance of the Services. View More

Termination. In the event that any of the conditions to closing in Section 4.2(b) shall not have been satisfied in full and shall not have been expressly waived in writing by the Investor Investors on or prior to the second business day following the date of the execution of this Agreement by all parties, this Agreement shall terminate upon the delivery of written notice thereof by the Investor Investors to the Company provided that (i) any such termination of this Agreement shall not relieve any party... hereto of any liability in respect of any breach hereof arising prior to the termination of this Agreement (or following such termination with respect to any provisions that survive the termination of this Agreement), and (ii) this Section 14, the last sentence of Section 4.1(a) and Sections 2.3, 6, 7, 8, 9, 10, 11, 12, 13, 18 15, 18, 19, 23 and 19 24 shall survive any such termination. View More

Termination. If the Award Holder's employment with the Corporation or a Subsidiary terminates at any time before the end of the Performance Period for any reason prior to the Vesting Date, reason, except as provided in this Section 5 or as determined by the Committee in its sole and absolute discretion, then the Unvested Units Award will be forfeited and cancelled and surrendered to the Corporation without payment of any consideration, effective on the date of the Award Holder's termination of employment.... Upon the termination of the Award Holder's employment with the Corporation or a Subsidiary as a result of the Award Holder's death or "permanent disability" (as defined herein) the Restricted Stock Units shall become fully vested on the date of such death or "permanent disability". As used herein, the term "permanent disability" shall mean the date on which the Award Holder has not worked or been able to work due to physical or mental incapacity for a period of one hundred eighty (180) consecutive days. (b) In the event of the dissolution or liquidation of the Corporation, or upon any merger, consolidation or reorganization of the Corporation with any other corporations or entities as a result of which the Corporation is not the surviving corporation, or upon the sale of all or substantially all of the assets of the Corporation or the acquisition of more than 80% of the stock of the Corporation by another corporation or entity, there shall be substituted for each of the shares of Common Stock then subject to this Award the number and kind of shares of stock, securities or other assets which would have been issuable or payable in respect of or in exchange for such Common Stock then subject to the Award, as if the Award Holder had been the owner of such shares as of the transaction date. Any securities so substituted shall be subject to similar successive adjustments. View More

Termination. All of the Restricted Milestone Shares shall terminate and be forfeited to the Company immediately upon either (a) the failure of the Company to achieve the Milestones as set forth in Section 3(a), or (b) 3(a)(i). All of the Time Shares shall terminate and be forfeited to the Company immediately upon the occurrence of a Termination Event at any time prior to the expiration of the Time Period, other than for your death or permanent disability. disability, as set forth in Section 3(a)(ii).

Termination. Upon the occurrence of an event of termination (as hereinafter defined) during the period of Palmer's Place's employment under this Employment Agreement, the provisions of this paragraph 7 shall apply. As used in this Employment Agreement an "event of termination" shall mean and include any one or more of the following: (a) His willful misconduct in the performance of his duties hereunder, or his conviction of a crime involving moral turpitude. (b) By the Company upon thirty (30) days' notice... to Employee if he should be prevented by illness, accident, or other disability (mental or physical) from discharging his duties hereunder for one or more periods totaling three (3) months during any consecutive twelve (12) month period. (c) By either the Company or Palmer Place for any material breach by the other of the terms hereof, but only if such breach continues for ten (10) days (or such longer period as is reasonably required to cure such breach with diligent and good faith effort) after written notice to the other specifying the breach relied on for such termination. (d) In the event of Palmer's Place's death during the term of his employment. (e) Upon the sale of all or substantially all of the assets of Seychelle or the sale of at least 80% of the issued and outstanding common stock and warrants of Seychelle, whichever comes first. Exhibit 10U 10V -- Page 2 Upon the occurrence of an event of termination, the Company shall pay Palmer Place in one lump sum payment, or in the event of his subsequent death, his beneficiary (ies), or his estate, as the case may be, as severance pay or liquidated damages, or both, the remaining unpaid balance of his salary for the period shown in paragraph 2 of this Employment Agreement in the amount as shown in paragraph 4 under this Employment Agreement. Such payment shall be made on the last day of the month following the date of said occurrence. View More

Termination. This Agreement shall automatically terminate if (a) (i) the Magellan Merger Agreement has been terminated and (b) (ii) the Merger Closing has not occurred.

Termination. 6.1 Termination by Employer for Cause. 6.2 Termination by Employer without Cause. 6.3 Death or Disability. 6.4 Termination by Employee for Good Reason. 6.6 Termination in Connection with a Change in Control. 6.7 No Mitigation; No Offset.