Common use of Termination by the Corporation Clause in Contracts

Termination by the Corporation. This Agreement and the employment contemplated hereunder may (and in the case of Section 4.1(d), shall) be terminated, at any time, in the following manner and in the following circumstances: (a) by the Executive, by providing four (4) weeks written notice of resignation to the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), this Agreement and the Executive’s employment shall terminate at the end of the Notice of Resignation Period; (b) during the Notice of Resignation Period, the Corporation may waive such Notice of Resignation Period, in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; (c) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation setting out the cause for termination; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment and this Agreement shall terminate on the date of the Executive’s death; (e) by the Corporation, in the event of a material violation of this Agreement (other than one constituting Cause) by the Executive where such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(b), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.

Termination by the Corporation. This The Corporation may terminate this Agreement at any time and for any reason or no reason at all. In the employment contemplated hereunder may (and in event of a termination of this Agreement by the case Corporation without Cause, subject to the provisions of Section 4.1(d)4.7, shall) be terminatedthe Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, at “Cause” means any time, in of the following manner and in the following circumstances: following: (a) by the ExecutiveEmployee enters a plea of guilty or nolo contendere to, by providing four or is convicted of, a felony or any other criminal act involving moral turpitude, dishonesty, or theft; (4b) weeks written notice the Employee has committed gross negligence, willful misconduct or a breach of resignation to his fiduciary duties in carrying out his duties hereunder; (c) the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), Employee materially breaches this Agreement and fails to cure such breach (in the Executive’s employment shall terminate at the end event that such breach is capable of the Notice of Resignation Period; (bbeing cured) during the Notice of Resignation Period, the Corporation may waive such Notice of Resignation Period, in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; (c) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon within 30 days following receipt of a written notice by the Executive from the Corporation setting out forth in reasonable detail the cause for termination; nature of such breach; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment Employee habitually uses drugs or alcohol and this Agreement shall terminate on the date of the Executive’s death; such use constitutes an abuse thereof; (e) by the Corporation, Employee engages in willful misconduct in the event performance of his duties hereunder that (i) has a material adverse effect on the Corporation or (ii) constitutes a material violation of a policy adopted by the Board; or (f) the Employee engages in material dishonesty or fraud in the performance of his duties hereunder. Upon any termination of this Agreement by the Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than one constituting Cause) by the Executive where amounts previously earned but not yet paid and such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from programs as the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured is, by law, required to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(ballow his participation), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.

Termination by the Corporation. This The Corporation may terminate this Agreement at any time and for any reason or no reason at all. In the employment contemplated hereunder may (and in event of a termination of this Agreement by the case Corporation without Cause, subject to the provisions of Section 4.1(d)4.7, shall) be terminatedthe Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, at “Cause” means any time, in of the following manner and in the following circumstances: following: (a) by the ExecutiveEmployee enters a plea of guilty or nolo contendere to, by providing four (4) weeks written notice of resignation to the Corporation (the “Notice of Resignation Period”)or is convicted of, in which casea felony or any other criminal act involving moral turpitude, subject to Section 4.1(b)dishonesty, this Agreement and the Executive’s employment shall terminate at the end of the Notice of Resignation Period; or theft; (b) during the Notice Employee has committed gross negligence, willful misconduct or a breach of Resignation Period, the Corporation may waive such Notice of Resignation Period, his fiduciary duties in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; carrying out his duties hereunder; (c) by the Corporation, for Cause, in which case Employee materially breaches this Agreement or the Noncompete Agreement and fails to cure such breach (in the Executive’s employment shall terminate immediately upon event that such breach is capable of being cured) within 30 days following receipt of a written notice by the Executive from the Corporation setting out forth in reasonable detail the cause for termination; nature of such breach; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment Employee habitually uses drugs or alcohol and this Agreement shall terminate on the date of the Executive’s death; such use constitutes an abuse thereof; (e) by the Corporation, Employee engages in willful misconduct in the event performance of his duties hereunder that (i) has a material adverse effect on the Corporation or (ii) constitutes a material violation of a policy adopted by the Board; or (f) the Employee engages in material dishonesty or fraud in the performance of his duties hereunder. Upon any termination of this Agreement by the Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than one constituting Cause) by the Executive where amounts previously earned but not yet paid and such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from programs as the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured is, by law, required to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(ballow his participation), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.

Termination by the Corporation. This The Corporation shall have the right, at its election, to terminate the Executive's employment under this Agreement and by written notice to the employment contemplated Executive for "Cause" (as defined below). As used herein, Cause shall be deemed to exist where (i) the Board shall have notified the Executive in writing of its reasonable determination that there shall have occurred any intentional or willful failure, or failure due to bad faith, by the Executive to substantially perform its duties hereunder or that the Executive has materially breached any of his covenants under this Agreement; (ii) the Executive's conviction of, or entry of a plea of nolo contendere in respect of, any felony or a misdemeanor that (in the case of a misdemeanor) results in, or is reasonably expected to result in, economic or reputational injury to the Corporation or any parent or subsidiary corporation or any affiliate thereof; (iii) the Executive shall have engaged in any misconduct that is significantly injurious to the Corporation or any parent or subsidiary corporation or any affiliate thereof; or (iv) the Board shall have determined in its reasonable judgment that the Executive has committed one or more acts that indicates alcohol or drug abuse by the Executive that is significantly injurious to the Corporation's business or reputation (including its relationships with its customers, suppliers or employees). The Corporation may (terminate this Agreement only if the Corporation shall have given written notice to the Executive specifying the claimed Cause, and in the case of Section 4.1(d)(i) above, shallthe Executive fails to correct (if correctable) be terminated, at any time, in the following manner and in claimed breach within 30 days after the following circumstances: (a) by the Executive, by providing four (4) weeks written notice of resignation to the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), this Agreement and the Executive’s employment shall terminate at the end receipt of the Notice of Resignation Period; (b) during the Notice of Resignation Periodapplicable notice. In addition, the Corporation may waive such Notice of Resignation Periodshall have the right, at its election, to terminate the Executive's employment under this Agreement for any reason other than Cause and, in whole or in partsuch event, in which case this Agreement and the Executive’s employment Corporation shall terminate immediately upon receipt by pay the Executive of a written notice from the Corporation; amounts set forth in (cc)(i)(z) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation setting out the cause for termination; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment and this Agreement shall terminate on the date of the Executive’s death; (e) by the Corporation, in the event of a material violation of this Agreement (other than one constituting Cause) by the Executive where such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(b), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporationbelow.

Termination by the Corporation. This The Corporation may terminate this Agreement at any time and for any reason or no reason at all. In the employment contemplated hereunder may (and in event of a termination of this Agreement by the case Corporation without Cause, subject to the provisions of Section 4.1(d)4.7, shall) be terminatedthe Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, at “Cause” means any time, in of the following manner and in the following circumstances: following: (a) by the ExecutiveEmployee enters a plea of guilty or nolo contendere to, by providing four or is convicted of, a felony or any other criminal act involving moral turpitude, dishonesty, or theft; (4b) weeks written notice the Employee has committed gross negligence, willful misconduct or a breach of resignation to his fiduciary duties in carrying out his duties hereunder; (c) the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), Employee materially breaches this Agreement and fails to cure such breach (in the Executive’s employment shall terminate at the end event that such breach is capable of the Notice of Resignation Period; (bbeing cured) during the Notice of Resignation Period, the Corporation may waive such Notice of Resignation Period, in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; (c) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon within 30 days following receipt of a written notice by the Executive from the Corporation setting out forth in reasonable detail the cause for termination; nature of such breach; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment Employee habitually uses drugs or alcohol and this Agreement shall terminate on the date of the Executive’s death; such use constitutes an abuse thereof; (e) by the Corporation, Employee engages in willful misconduct in the event performance of his duties hereunder that (i) has a material adverse effect on the Corporation or (ii) constitutes a material violation of a policy adopted by the Board; (f) the Employee engages in material dishonesty or fraud in the performance of his duties hereunder; or (g) the Employee’s failure to permanently relocate to the Denver, Colorado area before June 1, 2008. Upon any termination of this Agreement by the Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than one constituting Cause) by the Executive where amounts previously earned but not yet paid and such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from programs as the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured is, by law, required to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(ballow his participation), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.

Termination by the Corporation. This The Corporation may terminate this Agreement at any time and for any reason or no reason at all. In the employment contemplated hereunder may (and in event of a termination of this Agreement by the case Corporation without Cause, subject to the provisions of Section 4.1(d)4.7, shall) be terminatedthe Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, at “Cause” means any time, in of the following manner and in the following circumstances: following: (a) by the ExecutiveEmployee enters a plea of guilty or nolo contendere to, by providing four or is convicted of, a felony or any other criminal act involving dishonesty, or theft; (4b) weeks written notice the Employee has committed gross negligence, willful misconduct or a breach of resignation to his fiduciary duties in carrying out his duties hereunder; (c) the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), Employee materially breaches this Agreement and fails to cure such breach (in the Executive’s employment shall terminate at the end event that such breach is capable of the Notice of Resignation Period; (bbeing cured) during the Notice of Resignation Period, the Corporation may waive such Notice of Resignation Period, in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; (c) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon within 30 days following receipt of a written notice by the Executive from the Corporation setting out forth in reasonable detail the cause for termination; nature of such breach; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment Employee habitually uses drugs or alcohol and this Agreement shall terminate on the date of the Executive’s death; such use constitutes an abuse thereof; (e) by the Employee engages in willful misconduct in the performance of his duties hereunder that has a material adverse effect on the Corporation, ; or (f) the Employee engages in material dishonesty or fraud in the event performance of a material violation his duties hereunder. Upon any termination of this Agreement by the Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than one constituting Cause) by the Executive where amounts previously earned but not yet paid and such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from programs as the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured is, by law, required to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(ballow his participation), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.

Termination by the Corporation. This The Corporation may terminate this Agreement at any time and for any reason or no reason at all. In the employment contemplated hereunder may (and in event of a termination of this Agreement by the case Corporation without Cause, subject to the provisions of Section 4.1(d)4.7, shall) be terminatedthe Corporation shall pay to the Employee the severance pay set forth in Section 4.6. For purposes of this Agreement, at "Cause" means any time, in of the following manner and in the following circumstances: following: (a) by the ExecutiveEmployee enters a plea of guilty or nolo contendere to, by providing four or is convicted of, a felony or any other criminal act involving moral turpitude, dishonesty, or theft; (4b) weeks written notice the Employee has committed gross negligence, willful misconduct or a breach of resignation to his fiduciary duties in carrying out his duties hereunder; (c) the Corporation (the “Notice of Resignation Period”), in which case, subject to Section 4.1(b), Employee materially breaches this Agreement and fails to cure such breach (in the Executive’s employment shall terminate at the end event that such breach is capable of the Notice of Resignation Period; (bbeing cured) during the Notice of Resignation Period, the Corporation may waive such Notice of Resignation Period, in whole or in part, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice from the Corporation; (c) by the Corporation, for Cause, in which case this Agreement and the Executive’s employment shall terminate immediately upon within 30 days following receipt of a written notice by the Executive from the Corporation setting out forth in reasonable detail the cause for termination; nature of such breach; (d) automatically without further notice, upon the death of the Executive, in which case the Executive’s employment Employee habitually uses drugs or alcohol and this Agreement shall terminate on the date of the Executive’s death; such use constitutes an abuse thereof; (e) by the Corporation, Employee engages in willful misconduct in the event performance of his duties hereunder that (i) has a material adverse effect on the Corporation or (ii) constitutes a material violation of a policy adopted by the Board; or (f) the Employee engages in material dishonesty or fraud in the performance of his duties hereunder. Upon any termination of this Agreement by the Corporation for Cause, the Employee shall have no right to compensation or bonus payments under Sections 7.1 or 7.2 or to participate in any employee benefit programs (other than one constituting Cause) by the Executive where amounts previously earned but not yet paid and such violation has not been cured within ten (10) working days following receipt of written notice thereof by the Executive from the Corporation. This Agreement and the Executive’s employment shall terminate ten (10) days following receipt by the Executive of written notice from programs as the Corporation of a material violation of this Agreement (other than a material violation that constitutes Cause) if such material violation of this Agreement has not been cured is, by law, required to the satisfaction of the Corporation by the Executive; (f) by the Corporation, without Cause and other than for the circumstances in Section 4.1(ballow his participation), (d), (e) or (h), in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination from the Corporation; (g) by the Executive, within thirty (30) days of the occurrence of any event constituting Good Reason, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt by the Executive of a written notice of termination by the Executive; or (h) by the Corporation, in the event of frustration of this Agreement due to the Executive’s Disability, in which case this Agreement and the Executive’s employment shall terminate immediately upon receipt of a written notice by the Executive from the Corporation.