Cause and Good Reason Sample Clauses

Cause and Good Reason. Unless otherwise defined in a written agreement between the Employee and the Company, for purposes of this Agreement the terms “Cause” and “Good Reason” shall have the following meanings:
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Cause and Good Reason. By notice to the Employee, the President of the Company or the Board may terminate this Agreement for Cause. As used herein, "
Cause and Good Reason. For purposes of this Agreement, “Cause” and “Good Reason” for termination of employment have the meanings set forth in Employee’s employment agreement.
Cause and Good Reason. The Company may terminate Executive’s employment for Cause, and Executive may terminate Executive’s employment for Good Reason (each as defined in Appendix II). (i) Good Reason shall not exist until and unless Executive has given the Board notice of the applicable event giving rise to Good Reason within 60 days of the date Executive has actual knowledge of such event. Such notice shall specifically delineate such claimed basis for Good Reason and shall inform the Board that the Company is required to cure such event (if curable) within 30 days (the “Cure Period”) after such notice is given in accordance with Section 7(d). If such event is not so cured (or is not curable) or if such basis is not disputed in writing by the Company during the Cure Period, Executive may resign for Good Reason within a reasonable time after the end of the Cure Period not to exceed six months. If such event is cured within the Cure Period, Good Reason shall be deemed not to exist. (ii) Cause shall not exist until and unless the Board has given Executive notice of the applicable event giving rise to the claimed Cause within 60 days of the date the Board has actual knowledge of such event. Such notice shall specifically delineate such claimed basis for Cause and shall inform Executive that he is required to cure such event (if curable) within the Cure Period after such notice is given in accordance with Section 7(d). If such event is not so cured (or is not curable) or if such basis is not disputed in writing by Executive during the Cure Period, the Company may terminate Executive’s employment for Cause within a reasonable time after the end of the Cure Period not to exceed six months. If such event is cured within the Cure Period, Cause shall be deemed not to exist.
Cause and Good Reason. For purposes of this Agreement the terms “Cause” and “Good Reason” shall have the following meanings:
Cause and Good Reason. For purposes of this Agreement, “Cause” shall be deemed to exist if, and only if, the Company notifies the Grantee, in writing, within 60 days of its knowledge that one of the following events have occurred: (1) the Grantee engages in acts or omissions constituting dishonesty, intentional breach of fiduciary obligation or intentional wrongdoing or malfeasance, in each case that results in substantial harm to the Company; or (2) the Grantee is convicted of a criminal violation involving fraud or dishonesty. For purpsoes of this Agreement, “Good Reason” shall be deemed to exist if, and only if, the Company has failed to cure any of the following conditions within 30 days after receipt of advanced written notice of such conditions by the Grantee: (1) a significant diminution in the nature or the scope of the Grantee’s authorities or duties; (2) there is a signficant reduction in the Grantee’s monthly rate of base salary and opportunity to earn a bonus under an incentive bonus compensation plan maintained by the Company; (3) the Company changes by 50 miles or more the principal location at which the Grantee is required to perform services as of the date of a Change in Control; or (4) the Company or any successor materially breaches this Agreement.
Cause and Good Reason. For purposes of this Agreement, “Cause” and “Good Reason” shall have the same meanings set forth in the Participant’s employment agreement with the Company or any of its Affiliates and which is in effect on the Grant Date and, with respect to a Qualifying Termination for Good Reason, the Participant must follow the Good Reason termination process set forth in the Participant’s employment agreement to terminate due to Good Reason under this Agreement.
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Cause and Good Reason. For purposes of this Agreement, “
Cause and Good Reason. The Company may terminate this Agreement (other than Sections 6(d) and 7 hereof) at any time, with or without "Cause" (as defined below), and the Executive may terminate this Agreement (other than Sections 6(d) and 7 hereof) for "Good Reason" (as defined below). If Executive's employment is terminated pursuant to this Section 6(c), Executive shall be entitled to receive the amounts specified in Section 6 (d) (i) below. Termination of Executive's employment hereunder shall be effective upon delivery of such notice of termination in accordance with Section 15 hereof.
Cause and Good Reason. For purposes of this Agreement the terms “Cause” and “Good Reason” shall have the meanings and conditions ascribed to those terms in the Xxxxx Industries, Inc. Senior Officer Severance Plan, as amended and restated effective April 26, 2023, and as amended October 25, 2023 (the “Plan”). For purposes of clarity, the Plan’s definitions of “Cause” and “Good Reason” apply to this Agreement, but you are no longer an officer who is eligible to participate in the Plan and therefore you are not entitled to benefits under the Plan.
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