Common use of Cause Termination Clause in Contracts

Cause Termination. On the date the Board provides the Executive with written notice that he is being terminated for Cause. For purposes of this Agreement, and as determined by the Board in its sole discretion, the Executive shall be deemed terminated for “Cause” if the Board terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement to which the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his duties hereunder; (5) shall have failed or refused to materially comply (to the best of his ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.

Cause Termination. On the date the Board Chief Executive Officer or his designee provides the Executive with written notice that he is being terminated for Cause. For purposes of this Agreement, and as determined by the Board Chief Executive Officer or his designee in its his sole discretion, the Executive shall be deemed terminated for “Cause” if the Board Chief Executive Officer or his designee terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement to which the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his duties hereunder; (5) shall have failed or refused to materially comply (to the best of his ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board Chief Executive Officer or his designee giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.

Cause Termination. On the date the Board provides the Executive with written notice that he is being terminated for Cause. For purposes of this Agreement, and as determined by the Board in its sole discretion, the Executive shall be deemed terminated for “Cause” if the Board terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement exhibits to which the Executive and the Employer are partiesthis Agreement; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his duties hereunder; (5) shall have failed or refused to materially comply (to the best of his ability) with a specific direction of the EmployerBoard, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer CEO of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same identical underlying facts and circumstances shall not constitute a termination for Cause under this subparagraph 6B.

Cause Termination. On or as of the date the Board CEO or the CEO’s designee provides the Executive with written notice that he the Executive is being terminated for Cause. For purposes of this Agreement, and as determined by the Board CEO or the CEO’s designee in its the CEO’s or such designee’s sole discretion, the Executive shall be deemed terminated for “Cause” if the Board CEO or the CEO’s designee terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement to which the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his the Executive’s authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his the Executive’s duties hereunder; (5) shall have failed or refused to materially comply (to the best of his the Executive’s ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his the Executive’s fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s 's own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board CEO or the CEO’s designee giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause or the CEO having actual knowledge of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.

Cause Termination. On the date the Board provides the Executive with Employer may immediately terminate Executive’s employment under this Agreement for “Cause” (as hereinafter defined) by delivering written notice that he is being terminated for Causeof termination to Executive. For purposes of this Agreement, and as determined by the Board in its sole discretion, the Executive shall be deemed terminated for Agreement “Cause” if shall mean one or more of the Board terminates the following: (a) Conviction or indictment of Executive after the Executive: of (1i) shall have committed, been indicted ofa felony or (ii) a misdemeanor which involves moral turpitude, or been convicted of, or admitted, plea bargained, entered the entry by Executive of a plea of no contest guilty or nolo contendere towith respect to any of the foregoing, any felony (b) the commission of any kind act or a misdemeanorfailure to act by the Executive that constitutes theft, destruction or violated any lawsmisappropriation of Vince or its affiliates’ property, involving fraud, dishonesty embezzlement, unethical business conduct that is materially injurious to Vince or an act any of moral turpitude; (2) shall have materially breached this Agreement its affiliates, or any other intentional misconduct or gross negligence that is otherwise materially injurious to Vince or any of its affiliates whether financially or otherwise, (c) any violation by the Executive of any written rule or written policy of Vince or any of its affiliates and the failure of the Executive to cure such violation within fifteen (15) days after receipt of notice from the Employer (such notice shall specify the facts and circumstances which Employer believes gives rise to the basis for the Cause), (d) any material violation by the Executive of the requirements of any written contract or agreement to which between Vince (or any of its affiliates) and the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his duties hereunder; (5) shall have failed or refused to materially comply (to the best of his ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct failure of the Executive that constitutes Cause, to cure such violation within fifteen (15) days after receipt of notice from Vince (such notice shall specify the specific provisions of this Agreement on facts and circumstances which the Employer relies and, believes gives rise to the extent basis for the Cause), or (e) Executive’s failure to comply with instructions requiring specific action or specific omission to act, from the CEO or the Vince Board, if (i) such Cause is susceptible instructions are communicated to cureExecutive in writing, providing the Executive including via email, (ii) such written instructions are otherwise consistent with a thirty Executive’s duties, responsibilities and authority under this Agreement, and (30iii) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition comply with such written instructions within such thirty ten (30) day cure period, the Employer may terminate the Executive’s employment within thirty (3010) days after Executive receives the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.written instructions.

Cause Termination. On the date the Board Chief Executive Officer or his designee provides the Executive with written notice that he she is being terminated for Cause. For purposes of this Agreement, and as determined by the Board Chief Executive Officer or his designee in its his sole discretion, the Executive shall be deemed terminated for “Cause” if the Board Chief Executive Officer or his designee terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement to which the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his her authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his her duties hereunder; (5) shall have failed or refused to materially comply (to the best of his her ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his her fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board Chief Executive Officer or his designee giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.

Cause Termination. On or as of the date the Board provides the Executive with written notice that he the Executive is being terminated for Cause. For purposes of this Agreement, and as determined by the Board in its sole discretion, the Executive shall be deemed terminated for “Cause” if the Board terminates the Executive after the Executive: (1) shall have committed, been indicted of, or been convicted of, or admitted, plea bargained, entered a plea of no contest or nolo contendere to, any felony of any kind or a misdemeanor, or violated any laws, involving fraud, dishonesty or an act of moral turpitude; (2) shall have materially breached this Agreement or any other agreement to which the Executive and the Employer are parties; (3) shall have materially violated any written Employer policy, regardless of whether within or outside the scope of his the Executive’s authority; (4) shall have committed willful or intentional misconduct, gross negligence, or dishonest, fraudulent or unethical behavior, or other conduct involving serious moral turpitude in the performance of his the Executive’s duties hereunder; (5) shall have failed or refused to materially comply (to the best of his the Executive’s ability) with a specific direction of the Employer, unless the Executive reasonably and in good faith believes such specific direction to be unlawful (in which case the Employer’s termination of the Executive’s employment shall not be for Cause under this provision); or (6) engages in any conduct which breaches his the Executive’s fiduciary duty to the Employer, which materially injures the integrity, character or reputation of the Employer or which impugns Executive’s 's own integrity, character or reputation so as to cause Executive to be unfit to act in the capacity of an executive officer of the Employer. A termination of employment by the Employer for Cause under subparagraphs 6B(2), (3), (4), (5) or (6) shall be effectuated by the Board giving the Executive written notice of the termination within thirty (30) days of the event constituting Cause or the Board having actual knowledge of the event constituting Cause, or such longer period as the parties may agree, setting forth in reasonable detail the specific conduct of the Executive that constitutes Cause, the specific provisions of this Agreement on which the Employer relies and, to the extent such Cause is susceptible to cure, providing the Executive with a thirty (30) day cure period. If such Cause is susceptible to cure and the Executive fails to remedy the condition within such thirty (30) day cure period, the Employer may terminate the Executive’s employment within thirty (30) days after the expiration of the cure period, and if the Employer fails to so terminate the Executive’s employment, any subsequent termination based upon the same underlying facts shall not constitute a termination for Cause under this subparagraph 6B.