Termination Contract Clauses (20,323)

Termination. If the Award Holder's employment with the Corporation or a Subsidiary terminates at any time for any reason prior to the Vesting Date, except as provided in this Section 5 or as determined by the Committee in its sole and absolute discretion, the Unvested Units 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 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 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) the occurrence of a Termination Event at any time prior to the expiration of the Time Period, other than your death or permanent disability.

Termination. Upon the occurrence of an event of termination (as hereinafter defined) during the period of Palmer'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 Employe...e 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 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 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 -- Page 2 Upon the occurrence of an event of termination, the Company shall pay Palmer 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) the Magellan Merger Agreement has been terminated and (b) the Merger Closing has not occurred.

Termination. 6.1 Termination by Employer for 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.

Termination. This Agreement shall terminate and shall have no further force or effect as of the Expiration Date. Notwithstanding the foregoing, nothing set forth in this Section 12 or elsewhere in this Agreement shall relieve either party hereto from any liability, or otherwise limit the liability of either party from any liability for any intentional breach of any obligation or other provision contained in this Agreement.

Termination. (a) In addition to any other remedies which may be available to the Underwriters, the Representatives on behalf of the Underwriters shall be entitled to terminate and cancel their obligations under this Agreement, by notice given to the Company, if, after the execution and delivery of this Agreement and prior to the Closing Date: (i) any inquiry, investigation or other proceeding is commenced or any order is issued under or pursuant to any statute of the United States, Canada or of any state, pr...ovince thereof or otherwise (other than an inquiry, investigation, proceeding or order based upon the activities or alleged activities of the Underwriters or the Selling Firms), or there is any change of law, or the interpretation or administration thereof, which in the reasonable opinion of the Representatives operates to prevent or restrict the trading or the distribution of the Shares, (ii) there shall occur or be discovered by the Representatives any material adverse change in the financial condition, assets, liabilities, business, affairs or operations of the Company and its subsidiaries (taken as a whole), which, in the Underwriters' reasonable opinion, could reasonably be expected to have a significant adverse effect on the market price or value of the Shares, (iii) there shall occur or have been announced any change or proposed change in the federal income tax laws of Canada or the United States, the regulations thereunder, current administrative decisions or practices or court decisions, any other applicable rules or the interpretation or administration thereof which, in any such case, in the Representatives' reasonable opinion, could be expected to have a significant adverse effect on the market price or value of the Shares, (iv) trading generally shall have been suspended or materially limited on, or by, as the case may be, any of the New York Stock Exchange, Nasdaq or the TSX, (v) trading of any securities of the Company shall have been suspended on any exchange or in any over-the-counter market, (vi) a material disruption in commercial banking or securities settlement, payment or clearance services in the United States or Canada shall have occurred, (vii) any moratorium on commercial banking activities shall have been declared by Federal, New York State or Canadian authorities or (viii) there shall have occurred any outbreak or escalation of hostilities, or any change in financial markets, currency exchange rates or controls or any calamity or crisis that, in the Representatives' judgment, is material and adverse and which, singly or together with any other event specified in this clause (viii), makes it, in the Representatives' judgment, impracticable or inadvisable to proceed with the offer, sale or delivery of the Shares on the terms and in the manner contemplated in the Time of Sale Prospectus or the Prospectus. 34 (b) If the Underwriters terminate their obligations hereunder pursuant to this Section 10, the Company's only obligation to the Underwriters hereunder shall be limited to the Company's obligations under Section 9 and payment of expenses referred to in Section 7 hereof. View More

Termination. Upon a termination of your employment for any reason, you will be entitled to (i) your accrued Salary and accrued and unused vacation through the date of termination, and (ii) any accrued and vested benefits and unreimbursed expenses incurred and unpaid on the date of termination in accordance with Section 5.

Termination. This Agreement shall terminate on December 31, 2017 (the "Term"); provided, however, that the Term shall automatically extend for successive one (1) year periods on December 31, 2017 and each anniversary thereof, unless the Executive's employment is terminated prior thereto or the Company provides written notice to the Executive of the Company's intention not to extend the Term at least six (6) months prior to the applicable extension date.

Termination. (a) The Corporation may terminate the employment of the Employee and all of the Corporation's obligations under this Agreement (except as hereinafter provided) at any time for "cause" by giving the Employee notice of such termination, with reasonable specificity of the grounds therefor. For the purposes of this Section 7, "cause" shall mean (i) willful misconduct with respect to the business and affairs of the Corporation or any subsidiary or affiliate thereof, insubordination or willful neglect... of duties (other than neglect due solely to the Employee's illness or other involuntary mental or physical disability), including the Employee's violation of any material Corporation policy, (ii) material breach of any of the provisions of this Agreement or (iii) conviction for a crime involving moral turpitude or fraud. A termination pursuant to . this Section 7(a) shall take effect immediately upon the giving of the notice contemplated hereby. (b) The Corporation may terminate the employment of the Employee and all of the Corporation's obligations under this Agreement (except as hereinafter provided) at any time during the Employment Period without "cause" by giving the Employee written notice of such termination, to be effective 30 days following the giving of such written notice. (c) The Employee may terminate the employment of the Employee hereunder at any time during the Employment Period by giving the Corporation at least 30 days' prior written notice of such termination, such termination to be effective on the date specified in such notice, whereupon all of the Corporation's obligations hereunder shall terminate (except as hereinafter provided). For convenience of reference, the date upon which any termination of the employment of the Employee pursuant to Section 6 or 7 hereof shall be effective shall be hereinafter referred to as the "Termination Date." View More