Common use of By Employer Without Cause Clause in Contracts

By Employer Without Cause. If Employer terminates Employee's employment hereunder without Cause and within two years following a Change of Control (as defined below), Employer shall provide Employee with the severance benefits provided in Section 7.2(d) except that the Severance Period shall be the greater of (A) the remainder of the two years following the Change of Control following the effective date of termination and (B) the Severance Period provided in Section 7.2(d). For the purposes of this Section only, Cause shall be limited to: (i) The willful engaging by Employee in conduct which is materially injurious to Employer, monetarily or otherwise, and the failure to cure such conduct within 30 days after written notice from Employer; (ii) Employee's conviction of or plea of nolo contendre to a felony; or (iii) A willful breach of Sections 4, 5 or 6 of this Agreement. For the purposes of this Section, no conduct shall be deemed "willful" unless engaged in without good faith and without reasonable belief that the conduct is in the best interest of Employer.

By Employer Without Cause. If Employer terminates Employee's employment hereunder without Cause and within two years following a Change of Control (as defined below), Employer shall provide Employee with the severance benefits provided in Section 7.2(d) except that the Severance Period shall be the greater of (A) the remainder of the two years following the Change of Control following the effective date of termination and (B) the Severance Period provided in Section 7.2(d). For the purposes of this Section 7.3 only, Cause shall be limited to: (i) The willful engaging by Employee in conduct which is materially injurious to Employer, monetarily or otherwise, and the failure to cure such conduct within 30 days after written notice from Employer; (ii) Employee's conviction of or plea of nolo contendre to a felony; or (iii) A willful breach of Sections 4, 5 or 6 of this Agreement. For the purposes of this SectionSection 7.3, no conduct shall be deemed "willful" unless engaged in without good faith and without reasonable belief that the conduct is in the best interest of Employer.

By Employer Without Cause. If Employer terminates Employee's employment hereunder without Cause and within two years following a Change of Control (as defined below), Employer shall provide Employee with the severance benefits provided in Section 7.2(d) except that the Severance Period shall be the greater of (A) the remainder of the two years following the Change of Control following the effective date of termination and (B) the Severance Period provided in Section 7.2(d). For the purposes of this Section only, Cause shall be limited to: (i) The willful engaging by Employee in conduct which with is materially injurious to Employer, monetarily or otherwise, and the failure to cure such conduct within 30 days after written notice from Employer;, (ii) Employee's conviction of or plea of nolo contendre to a felony; or (iii) A willful breach of Sections 4, 5 or 6 of this Agreement. For the purposes of this Section, no conduct shall be deemed "willful" unless engaged in without good faith and without reasonable belief that the conduct is in the best interest of Employer.

By Employer Without Cause. If Employer terminates Employee's employment hereunder without Cause and within two years following a Change of Control (as defined below), Employer shall provide Employee with the severance benefits provided in Section 7.2(d) except that the Severance Period shall be the greater of (A) the remainder of the two years following the Change of Control following the effective date of termination and (B) the Severance Period provided in Section 7.2(d). For the purposes of this Section only, Cause shall be limited to: (i) The willful engaging by Employee in conduct which with is materially injurious to Employer, monetarily or otherwise, and the failure to cure such conduct within 30 days after written notice from Employer; (ii) Employee's conviction of or plea of nolo contendre to a felony; or (iii) A willful breach of Sections 4, 5 or 6 of this Agreement. For the purposes of this Section, no conduct shall be deemed "willful" unless engaged in without good faith and without reasonable belief that the conduct is in the best interest of Employer.