Cause by the Company Sample Clauses

Cause by the Company. The Company may immediately terminate Executive’s employment for “Cause” by giving written notice to Executive. For purposes of this Agreement, “Cause” shall mean:
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Cause by the Company. The Employee's employment hereunder may be terminated by the Chairman and CEO at any time for "cause." "Cause" shall mean the failure of the Employee to observe or perform (other than by reason of illness, injury or incapacity) any of the terms or provisions of this Agreement, dishonesty, willful misconduct, conviction of a felony or other crime involving moral turpitude, misappropriation of funds, habitual insobriety, use of controlled substances (other than under the supervision of a licensed physician), or other proper cause. Except as otherwise specified, the Company shall have no liability or obligation to the Employee hereunder upon termination under this Section 7.2 except for: (i) unpaid salary, (ii) incentive compensation in respect of full annual, but not partial, periods ended prior to the date of termination, (iii) benefits including unreimbursed expenses accrued to the date of termination and which are payable upon termination and (iv) any obligation arising under any of the Company's (and ALC's) stock option plans and stock awards. 7.3
Sample 1
Cause by the Company. The Company may terminate the Executive's employment hereunder for cause. For purposes of this Agreement, the Company shall have cause to terminate the Executive's employment hereunder only upon either willful and continuous failure by the Executive to substantially perform his duties hereunder (other than failure resulting from incapacity due to physical or mental illness), or willful engagement in misconduct which results in economic damage to the Company. In either such event the Board shall provide Executive with a notice of termination, stating that in the good faith opinion of a majority of the members of the Board of Energy who are not employees of the Company, the Executive is being terminated and setting forth the reasons for the Company's exercise of its right to terminate for cause. In such notice, an early termination date shall be stated, which shall be not less than twenty (20) days from the date of said notice (the "Early Termination Date"). In the event of the early termination of this Agreement for cause, the Company shall pay to the Executive his Base Salary through the Early Termination Date. In addition, the Executive shall be entitled to all other earned and accrued benefits to which the Executive would otherwise be entitled through the Early Termination Date. Neither the Company nor Energy shall have any further financial obligation to the Executive; provided, however, that in the event of a determination through arbitration that termination for Cause was without basis, the Executive shall then be entitled, if so determined by the arbitrator(s), to receive an award of up to his Base Salary through the Termination Date, together with an amount determined by the Company's actuary to be equal to the value of the employee benefits the Executive was deprived of by reason of the wrongful termination of employment, and together with interest thereon calculated at the prime rate(s) in effect for the period as established by The Bank of New York, or its successor. Payment of such arbitrators award by the Company shall constitute full and final discharge of any and all financial obligations of the Company and of Energy or any subsidiary or affiliate thereof to the Executive.
Sample 1
Cause by the Company. For purposes of this Agreement, Cause shall mean the occurrence of any of the following: (1) theft, fraud, embezzlement, or any other act of intentional dishonesty by Executive; (2) any material breach by Executive of any provision of this Agreement which breach is not cured within a reasonable time (but not to exceed fourteen (14) days) after written notification thereof to Executive by Telkonet; (4) commission by Executive of a felony or any offense involving moral turpitude; or (5) any default of Executive's obligations hereunder, or any failure or refusal of Executive to comply with the policies, rules and regulations of Telkonet generally applicable to Telkonet employees, which default, failure or refusal is not cured within a reasonable time (but not to exceed fourteen (14) days) after written notification thereof to Executive by Telkonet. Upon termination for Cause, Executive shall be entitled to no further compensation, except for (i) the unpaid portion of Executive's Base Salary, computed on a pro rata basis to the date of termination; payment of accrued, unused Paid Time Off; (iii) unpaid expenses submitted in accordance with the Company's policy; (iv) other payments, benefits or fringe benefits to which the Executive may be entitled under the terms of any applicable compensation arrangement or benefit plan provided under this Agreement; and (v) payment for redemption of Executive's current holdings of Series A Preferred Stock in an amount equal to the Series A Original Issue Price plus unpaid Accruing Oividends for such shares to the date of redemption (as set forth in the Company's Articles of Incorporation currently in effect), to the extent such redemption is permitted by applicable law. The payments set forth in this Paragraph 6(a)(i) through (iv) are hereafter referred to as "Accrued Compensation".
Sample 1

Related to Cause by the Company

  • For Cause by the Company The Company may terminate Executive’s employment for “Cause” at any time prior to the expiration of the Term effective immediately upon delivery of written notice to Executive. For purposes of this Agreement, “Cause” shall mean:

  • Action by the Company The Company shall act only by or under the authority of its Member.

  • Termination by the Company Subject to Section 13(f) hereof, the Company shall have the right, by giving three (3) days’ notice as hereinafter specified to terminate this Agreement in its sole discretion at any time after the date of this Agreement.

  • Without Cause by the Company The Company may terminate the Employment hereunder at any time without Cause upon 60-day prior written notice to the Executive. The Executive may terminate the Employment voluntarily for any reason or no reason at any time by giving 60-day prior written notice to the Company.

  • Release by the Company Upon the execution of this Agreement, the Company, on its own behalf, and on behalf of its respective past, present or future parent entities, divisions, affiliates, subsidiaries, related business entities, shareholders, members, partners, limited partners, present and former directors, managing directors, managers, officers, control persons, shareholders, employees, agents, attorneys, administrators, heirs, executors, trustees, beneficiaries, representatives, successors and assigns (collectively, the “Company Releasing Parties”), hereby absolutely, unconditionally and irrevocably RELEASE and FOREVER DISCHARGE each of Vista, its respective affiliates and each of its respective past, present or future entities, divisions, affiliates, subsidiaries, related business entities, shareholders, members, partners, limited partners, directors, managing directors, managers, officers, control persons, employees, independent contractors, agents, attorneys, administrators, representatives, successors and assigns (collectively, the “Vista Released Parties”) from any and all claims, actions, causes of action, suits, debts, liabilities, obligations, sums of money, accounts, covenants, contracts, controversies, agreements, promises, damages, judgments, executions, claims and demands, whether known or unknown, suspected or unsuspected, absolute or contingent, direct or indirect or nominally or beneficially possessed or claimed by any of the Company Releasing Parties, whether the same be at law, in equity or mixed, which such Company Releasing Party ever had, now has, or hereafter can, shall or may have against any or all of the Vista Released Parties, in respect of or arising from the Settled Claims, (collectively, the “Company Released Claims”); provided, however, that nothing contained in this Agreement shall be construed to prohibit the Company from bringing appropriate proceedings to enforce the obligations of Vista hereunder, none of which are released hereby until the Company’s receipt of the Note.

  • Notice by the Company The Company shall give prompt written notice to a Responsible Officer of the Trustee at the Principal Office of the Trustee of any fact known to the Company that would prohibit the making of any payment of monies to or by the Trustee in respect of the Debentures pursuant to the provisions of this Article XV. Notwithstanding the provisions of this Article XV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts that would prohibit the making of any payment of monies to or by the Trustee in respect of the Debentures pursuant to the provisions of this Article XV, unless and until a Responsible Officer of the Trustee at the Principal Office of the Trustee shall have received written notice thereof from the Company or a holder or holders of Senior Indebtedness or from any trustee therefor; and before the receipt of any such written notice, the Trustee, subject to the provisions of Article VI of this Indenture, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice provided for in this Section at least 2 Business Days prior to the date upon which by the terms hereof any money may become payable for any purpose (including, without limitation, the payment of the principal of (or premium, if any) or interest on any Debenture), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purposes for which they were received, and shall not be affected by any notice to the contrary that may be received by it within 2 Business Days prior to such date. The Trustee, subject to the provisions of Article VI of this Indenture, shall be entitled to conclusively rely on the delivery to it of a written notice by a Person representing himself to be a holder of Senior Indebtedness (or a trustee or representative on behalf of such holder), to establish that such notice has been given by a holder of such Senior Indebtedness or a trustee or representative on behalf of any such holder or holders. In the event that the Trustee determines in good faith that further evidence is required with respect to the right of any Person as a holder of such Senior Indebtedness to participate in any payment or distribution pursuant to this Article XV, the Trustee may request such Person to furnish evidence to the reasonable satisfaction of the Trustee as to the amount of such Senior Indebtedness held by such Person, the extent to which such Person is entitled to participate in such payment or distribution and any other facts pertinent to the rights of such Person under this Article XV, and, if such evidence is not furnished, the Trustee may defer any payment to such Person pending judicial determination as to the right of such Person to receive such payment.

  • Cooperation by the Company If any Shareholder shall transfer any Registrable Securities pursuant to Rule 144, the Company shall cooperate, to the extent commercially reasonable, with such Shareholder and shall provide to such Shareholder such information as such Shareholder shall reasonably request.

  • Other Termination by the Company If the Company terminates Executive’s employment without Cause before this Agreement terminates, or Executive terminates his employment for Good Reason (defined below) before this Agreement terminates, the Company will pay Executive a payment having a present value equal to the compensation and other benefits he would have been entitled to for the remainder of the term if his employment had not terminated. All payments made pursuant to this Section 9(b) shall be completed no later than March 15 of the calendar year following the calendar year in which Executive’s employment terminates.

  • Delivery by the Company At the Closing, the Company shall register the Shares in the name of the Employee. If the Shares are certificated, any certificates relating to the Shares shall be held by the Secretary of the Company or his or her designee on behalf of the Employee.

  • Termination Without Cause by the Company In furtherance of the “at will” basis of Executive’s employment by the Company, the Company may terminate Executive’s employment without Cause upon written notice to Executive. Executive’s termination without Cause will be effective on the date of termination specified by the Company in such written notice. Such written notice shall be deemed received, if mailed first class through the U. S. Postal System, three (3) business days after mailing such written notice to Executive.

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