Definition of Termination for Cause. The Executive's employment shall be deemed to have been terminated for "Cause" if such employment terminates as a result of:
Definition of Termination for Cause. For purposes of Section 4(a)(v), the Executive's termination "for cause" shall be defined to mean: (i) the Executive's material breach of this Agreement, including, without limitation, his failure to perform his obligations hereunder in a manner reasonably satisfactory, provided that termination under this clause (i) must be approved by an 80% Vote of the Nationwide Board (other than any such failure resulting from incapacity or disability due to physical or mental reasons); (ii) the appropriation (or attempted appropriation) of a material business opportunity of the Company, including attempting to secure or securing a personal benefit in connection with any transaction entered into on behalf of the Company; or (iii) the Executive's fraud or dishonesty with respect to the business or affairs of the Company or if the Executive is convicted of, indicted for (or its procedural equivalent) or pleads nolo contendere or guilty to, any felony (or the equivalent thereof) criminal offense or any civil offense involving fraud or moral turpitude. If the Company determines that "cause" exists, prior to giving notice of termination, the Company will so advise the Executive and provide information supporting such determination.
Definition of Termination for Cause. For the purposes of this Agreement, a termination of Executive's employment for "Cause" means a termination of Executive's employment by the Company based upon a determination that any one or more of the following has occurred: (A) misfeasance or nonfeasance of duty by Executive that which was intended to or does injure the reputation of Company or its business or relationships; (B) conviction of, or plea of guilty or nolo contendere by Executive to, any felony or crime involving moral turpitude; (C) Executive's willful and continued failure to substantially perform his duties under this Agreement (except by reason of physical or mental incapacity) after written notice from the Board and 15 days to cure such failure; (D) dishonesty by Executive in performance of his duties under this Agreement; or (E) willful and material breach of the restrictive covenants contained in this Agreement; provided however, that definitions (C) through (E) shall not provide Cause for termination if such termination occurs within two (2) years following a Change in Control. A termination of Executive's employment by the Company for any other reason will be a termination without "Cause."
Definition of Termination for Cause. For purposes of Section 4(v), the Executive's termination "for cause" shall be defined to mean: (a) the Executive's material breach of this Agreement, including, without limitation, his failure to perform his obligations hereunder in a reasonably satisfactory manner (other than any such failure resulting from incapacity or disability due to physical or mental reasons); (b) without specific disclosure by the Executive to the Board and the Board's prior written approval, the appropriation (or attempted appropriation) of a material business opportunity of the Company, including attempting to secure or securing a personal benefit in connection with any transaction entered into on behalf of the Company; or (c) the Executive's fraud or dishonesty with respect to the business or affairs of the Company or if the Executive is convicted of, indicted for (or its procedural equivalent) or pleads nolo contendere or guilty to, any felony criminal offense or any civil offense involving fraud or moral turpitude, the equivalent thereof, or any crime with respect to which imprisonment is a possible punishment.
Definition of Termination for Cause. For purposes of this Agreement, a ----------------------------------- "Termination for Cause" means the Employee's termination by the Company following the discovery of the occurrence of one or more of the following events:
Definition of Termination for Cause. Termination by the Company for "cause" shall mean termination by action of the Board of Directors of the Company because of (a) the Individual's material breach of this Agreement or material failure to perform his obligations under this Agreement (not as a consequence of any illness, accident or other disability), (b) the Individual's unjustified continued, willful failure to carry out any reasonable lawful order of the Company (using the same criteria as would be applied to other individuals of like level of the Company), (c) diverting or usurping a corporate opportunity of the Company, (d) the Individual's actions which are disloyal or inimical to the Company, (e) gross negligence or recklessness by the Individual in the performance of his duties hereunder (using the same criteria as would be applied to other individuals of like level of the Company), (f) other serious willful misconduct by the Individual which causes material injury to the Company or its reputation (using the same criteria as would be applied to other executes of like level of the Company), including, but not limited to, willful or gross misconduct toward any of the Company's employees, agents, clients or customers, in either case causing material harm to the Company, and (g) the commission by the Individual of a felony or a crime involving moral turpitude.
Definition of Termination for Cause. Your employment shall be deemed to have been terminated "for cause" only if it is terminated, or the timing of the termination, is due to conviction of a felony resulting in material harm to the Company. Nothing in this Section 6 shall limit the right of the Company to terminate your employment other than for cause and without any warning or notice.
Definition of Termination for Cause. For purposes of this Agreement, a "Termination for Cause" means the Employee's termination by the Company following the discovery of the occurrence of one or more of the following events:
a. Employee's willful misconduct or gross negligence in the performance of his duties hereunder, including Employee's refusal to comply in any material respect with the legal directive of the Company's Chief Executive Officer, or any committee thereof, so long as such directives are not inconsistent with the Employee's position and duties, and such refusal to comply is not remedied within ten (10) working days after receipt of written notice from the Company, which written notice shall state that failure to remedy such conduct may result in Termination for Cause;
b. Dishonest or fraudulent conduct that materially discredits the Company or is materially detrimental to the Company's reputation, business, operations, or relations with its employees, suppliers or customers;
c. Employee's incurable material breach of this Agreement or any element of the Company's Employee Proprietary Information and Invention Assignment Agreement, including without limitation, Employee's theft or other deliberate misappropriation of the Company's proprietary information;
d. Employee's conviction of a felony or of a misdemeanor involving fraud, dishonesty or moral turpitude with respect to the Company or any of its customers or suppliers;
e. Employee's habitual abuse of alcohol or prescription drugs, other than in doses prescribed by a licensed physician, or abuse of controlled substances that has a material adverse impact on his job performance; or
f. Employee fails to meet minimum performance standards established by the Company's Chief Executive Officer after consulting with the Company's board of directors and set forth in a mutually agreed written performance improvement plan, such agreement not to be unreasonably withheld, with a minimum ninety (90) day period to cure such performance deficiencies.
Definition of Termination for Cause. Termination by Employer for “cause” shall mean termination (1) by action of the Chairman of Employer’s Board of Directors or its Chief Executive Officer (if other than Executive), or (ii) by election of a successor to Executive by the Xxxxx of Directors or the Succession Committee, in either can by reason of(a) Executive’s material breach of this Agreement or material failure to perform his obligations under this Agreement (not as a consequence of any illness, accident or other disability), (b) Executive’s unjustified continued, willful failure to carry out any reasonable lawful order of Employer (using the same criteria as would be applied to other executives o(like level of Employer), (c) diverting or usurping a corporate opportunity of Employer, (d) Executive’s actions which are disloyal or inimical to Employer, (e) gross negligence or recklessness by Executive in the performance of his duties hereunder (using the same criteria as would be applied to other executives of like level of Employer), (1) other serious willful misconduct by Executive which causes material injury to Employer or its reputation (using the same criteria as would be applied to other executives of like level of Employer), including but not limited to willful or gross misconduct toward any of Employer’s employees, agents, clients or customers. in either case causing material harm to Employer, and (g) the commission by Executive of a felony or a crime involving moral turpitude. 2.
Definition of Termination for Cause. The Employee's employment shall ----------------------------------- be deemed to have been terminated for "Cause" if such employment terminates as a result of:
(a) the Employee committing fraud, misappropriation or embezzlement in the performance of duties as an employee of the Company;
(b) the Employee's conviction of a felony involving a crime of moral turpitude;
(c) the Employee's willful disregard of any written directive of the Board of Directors of the Company that is not inconsistent with the Company's Certificate of Incorporation, by-laws or applicable law;
(d) an act of the Employee constituting willful material breach by the Employee of any material provision of this Agreement; or
(e) the Employee willfully engaging in any business activity that materially conflicts with the Employee's duties owed to the Company.
