Executive's Termination for Cause. Executive may terminate his employment with UGSI at any time for Cause. For purposes of this paragraph 3.1.5, the term "Cause" shall mean a material breach of a material provision of this Agreement which remains uncorrected for 30 days following written notice to UGSI by Executive of such breach.
Executive's Termination for Cause. The Board will have the right to terminate this Agreement for "Cause" at any time effective upon its giving written notice to Executive specifying with particularity the facts and circumstances constituting such Cause. For such purposes, "CAUSE" means the occurrence of one or more of the following: (i) conviction of Conxxxxx xx any crime constituting either a felony or embezzlement, fraud or theft with respect to the property of the Company; (ii) habitual alcohol or drug abuse by Conxxxxx xxich adversely affects his job performance; (iii) the intentional breach of fiduciary duty to the Company; (iv) gross neglect or bad faith misconduct in the performance of Conxxxxx'x xxties hereunder which causes material loss, damage or injury to or otherwise materially endangers the property, reputation or employees of the Company; (vi) failure or refusal to perform the duties required by this Agreement and as may be assigned to Conxxxxx; xrovided such duties are commensurate with Conxxxxx'x xxsition; (vii) commission of any other action with the intent to materially harm or injure the Company; or (viii) the breach of any material provision of this Agreement by Executive.
Executive's Termination for Cause. Prior to the end of the Employment Period, Executive may terminate this Agreement for "Cause". For purposes of this Agreement, Executive shall have Cause to terminate this Agreement in the event the Company: (i) causes a substantial and/or material reduction in the nature or scope of Executive's duties and/or responsibilities, which result in Executive no longer holding the position of President and Chief Operating Officer of the Company, which reduction remains in place and uncorrected for thirty (30) days following written notice of such breach to the Company by Executive; (ii) a reduction in Executive's base pay or an exclusion from a benefit plan or program offered to similar executives of the Company; or (iii) a change in the location for the primary performance of Executive's services under this Agreement from the city in which Executive was serving at the time of notification to a city which is more than 50 miles away from such location, which change is not approved by Executive. If the Executive terminates this Agreement for Cause, the Company shall pay to Executive, as a severance amount, an amount equal to Executive's then annual Base Salary. The Company may, at its option, pay this amount in a lump sum within thirty (30) days after the date of termination, or pay this amount over a twelve month period (commencing effective as of the date of termination) at the same rate Base Salary would have been due and owing to Executive if he had remained a full time employee.
Executive's Termination for Cause. The Company will have the right to terminate Executive's employment hereunder for "Cause" at any time effective upon giving notice to Executive of the facts and circumstances constituting such Cause. For such purposes, "Cause" shall mean the occurrence of one or more of the following: (i) conviction of or plea of nolo contendere to any crime (whether or not involving the Company) constituting a felony or involving an act of embezzlement, fraud or theft with respect to the property of the Company; (ii) habitual alcohol or drug abuse on the job or in a manner affecting Executive's job performance; (iii) the intentional breach of fiduciary duty to the Company; (iv) gross neglect or intentional misconduct in the performance of Executive's duties hereunder which causes material loss, damage or injury to or otherwise materially endangers the property, reputation or employees of the Company; (v) material incompetence or failure or refusal to perform the duties required by this Agreement as may be assigned to Executive; provided such duties are commensurate with the Executive's position, after a written demand is delivered to Executive by the Company which specifically identifies the manner in which such Company believes that Executive has engaged in incompetence or failure or refusal to perform the duties required, and Executive is given ten (10) days to correct the alleged incompetence or failure or refusal to perform the duties required; (vi) commission of any other action with the intent to materially harm or injure the Company; or (vii) the material breach of any provision of this Agreement by Executive, after a written demand is delivered to Executive by the Company which specifically identifies the manner in which such Company believes that Executive has breached the agreement, and Executive is given ten (10) days to correct the alleged breach.
Executive's Termination for Cause. This Agreement and Executive's employment hereunder may be terminated by the Company at any time for Cause. In such event, the Company shall pay to Executive his Base Salary accrued but not yet paid as of his Termination Date and Executive's vacation accrued but not yet used as of his Termination Date, such payment being in a lump sum as soon as practicable after Executive's Termination Date. No additional amount will be paid to Executive except as may be required by law or by the terms of any pension or other benefit plan in which Executive is a participant.
Executive's Termination for Cause. The Company will have the right to --------------------------------- terminate Executive's employment hereunder for "Cause" at any time effective upon its giving of notice to Executive of the facts and circumstances constituting such Cause. For such purposes, "Cause" means the occurrence of one or more of the following: (i) the commission by Executive of any act materially detrimental to the Company or Verisity-Israel, including fraud, embezzlement, theft, bad faith, gross negligence, dishonesty, recklessness or willful misconduct; (ii) repeated failure or refusal to perform the lawful instructions of, or duties as may be assigned to Executive by, the Company's Board of Directors from time to time or as may be assigned to Executive as Chief Executive Officer of Verisity-Israel by its Board of Directors; (iii) any state, federal or other (e.g., foreign) conviction, including but not limited to a plea of nolo contendere to a felony charge; (iv) any material misrepresentation by Executive to the Company or Verisity-Israel regarding the operation or status of the Company or Verisity-Israel or any material aspect of their business; (v) any disclosure by Executive of any material confidential information; (vi) any violation by Executive of any of Company's policies, practices or procedures; or (vii) breach of any covenant of this Agreement.
Executive's Termination for Cause. The Company will have the right to terminate Executive's employment hereunder for "Cause" at any time effective upon its giving notice to Executive of the facts and circumstances
Executive's Termination for Cause. The Company will have the right to terminate Executive's employment hereunder for "Cause" at any time effective upon its giving of notice to Executive of the facts and circumstances constituting such Cause. For such purposes, "Cause" means (i) any state, federal or other (e.g., foreign) conviction of Executive for a felony or a misdemeanor involving moral turpitude, including but not limited to a plea of nolo contendere to a felony charge; (ii) the commission by Executive of any act materially detrimental to the Company, including fraud, embezzlement, theft, bad faith, gross negligence, dishonesty, or willful misconduct; or (iii) the occurrence of one or more of the following if it materially adversely affects the Company: (a) repeated intentional failure or refusal to perform the lawful and reasonable instructions of, or such lawful and reasonable duties as may be assigned to Executive by, the Board from time to time, which instructions and duties are consistent with Executive's office; (b) any intentional or grossly negligent material misrepresentation by Executive to the Company regarding the operation or status of the Company or any material aspect of its business; (c) any intentional disclosure by Executive of any confidential information of the Company; (d) any intentional violation by Executive of any of Company's policies, practices or procedures; or (e) any intentional act or intentional omission not described in this Section 7.3 which constitutes a material breach by Executive of any covenant of this Agreement which breach is not cured within 30 days after written notice thereof.
Executive's Termination for Cause. “Cause” means termination of Executive’s employment for Cause upon written notice of termination to Executive, which notice shall specify Cause in reasonable detail. As used herein, “Cause” shall mean one of the following which is demonstrably injurious to the Company: (i) a material violation of the Sysco Corporation Global Code of Conduct; (ii) Executive’s commission of fraud, theft or embezzlement against the Company or its suppliers or customers (as determined in good faith and following a reasonable investigation by the Company); (iii) Executive’s conviction of or pleading guilty or nolo contendere to any felony under applicable law; or (iv) Executive’s material breach of any other agreement between Executive, on the one hand, and the Company, on the other, including, without limitation any non-disclosure, non-solicitation and/or non-competition agreement between Executive and the Company. Notwithstanding the foregoing and provided that, in the reasonable judgment of the Board such Cause event is curable, no termination of Executive's employment shall be for Cause under this subparagraph until (1) there shall have been delivered to Executive a copy of a written notice setting forth the basis for such termination in reasonable detail (the “Cause Notice”) no later than forty-five (45) days after the Company first becomes aware of the facts allegedly constituting Cause, and (2) Executive shall have thirty (30) calendar days following receipt of the Cause Notice to address and “cure” any act or omission that might provide the basis for a termination for “Cause” and, if cured within such 30-day period, such acts or omissions shall not provide the basis for a termination for “Cause.” Any termination of Executive's employment by the Company under this subparagraph shall be deemed to be a termination other than for Cause unless it meets all requirements of this Section. The parties agree that as of the date of this Agreement, the Company has no information that would lead it to believe Executive has engaged in any activity that would constitute Cause as defined under this Agreement.
