Common use of Termination of Employment by the Company for Cause Clause in Contracts

Termination of Employment by the Company for Cause. The Company may terminate Executive's employment if such termination is for "Cause" (as defined herein) and Cause is not cured by Executive within any available cure period provided below. Such notice must set forth in reasonable detail the facts underlying the claim of Cause. For the purposes of this Agreement, "Cause" shall be defined as any of the following, which act or omission is in bad faith by Executive without a reasonable belief that such act or omission would benefit the Company: (i) a default or breach by Executive of any of the provisions of this Agreement materially detrimental to the Company which is not cured within 15 days following written notice thereof; (ii) actions by Executive constituting fraud, embezzlement or dishonesty which result in a conviction of a criminal offense not yet overturned on appeal; (iii) actions by Executive in intentionally furnishing materially false, misleading, or omissive information to the Company's Board of Directors that is materially detrimental to the Company; (iv) actions constituting a breach of the Sections 8 or 9 of this Agreement which is materially detrimental to the Company; (v) acts or omissions which constitute willful failure to follow reasonable and lawful directives of the Company's Board of Directors, which are consistent with Executive's job responsibilities and performance which is not cured within 15 days following written notice thereof. Upon termination for Cause, Executive shall immediately cease to have any power of his position, but shall nevertheless be given a reasonable opportunity to access his office with the Company for the purpose of retrieving his personal goods and files. If any conviction pursuant to Section 3(b) above is overturned on appeal, Executive will be deemed to have been terminated without Cause as of the effective date of his earlier termination.

Termination of Employment by the Company for Cause. The If the Company may terminate terminates the Executive's ’s employment for Cause during the Term of Employment, the Term of Employment shall end as of the date of the termination of the Executive’s employment for Cause and the Executive shall be entitled to the following: (1) Base Salary earned but not paid prior to the Termination Date; (2) any amounts earned, accrued or owing to the Executive but not yet paid under Section 7, 8, 9 or 10 above; and (3) such other or additional benefits, if such any, as are provided under applicable plans, programs and/or arrangements of the Company. In no event shall a termination is of the Executive’s employment for "Cause" Cause occur unless the Company gives written notice to the Executive in accordance with Section 26 below stating with specificity the events or actions that constitute Cause and providing the Executive with an opportunity to cure (as defined hereinif curable) and within a reasonable period of time. No termination of the Executive’s employment for Cause is shall be permitted unless the Termination Date occurs during the 120-day period immediately following the date that the events or actions constituting Cause first become known to the Board. Cause shall in no event be deemed to exist except upon a finding reflected in a resolution of the Board, whose finding shall not cured by Executive within be binding upon any available cure period provided below. Such notice must set forth in reasonable detail the facts underlying the claim of Cause. For the purposes of decision-maker ruling on this Agreement, "Cause" at a meeting to which the Executive (and the Executive’s counsel) shall be defined as any of invited upon proper notice. If the following, which act or omission Executive’s employment is in bad faith terminated by Executive without a reasonable belief that such act or omission would benefit the Company: (i) a default or breach by Executive of any of the provisions of this Agreement materially detrimental to the Company which is not cured within 15 days following written notice thereof; (iiunder this Section 11(c) actions by Executive constituting fraud, embezzlement or dishonesty which result in a conviction of a criminal offense not yet overturned based on appeal; (iii) actions by Executive in intentionally furnishing materially false, misleading, or omissive information to the Company's Board of Directors that is materially detrimental to the Company; (iv) actions constituting a breach of the Sections 8 or 9 of this Agreement which is materially detrimental to the Company; (v) acts or omissions which constitute willful failure to follow reasonable and lawful directives of the Company's Board of Directors, which are consistent with Executive's job responsibilities and performance which is not cured within 15 days following written notice thereof. Upon termination for Cause, Executive shall immediately cease to have any power of his position, but shall nevertheless be given a reasonable opportunity to access his office with the Company for the purpose of retrieving his personal goods and files. If any conviction Cause pursuant to Section 3(b1(j)(1) above and the Executive’s conviction is overturned on appeal, Executive will then the Executive’s employment shall be deemed to have been terminated by the Company without Cause as of the effective date of his earlier terminationin accordance with Section 11(d) below.

Termination of Employment by the Company for Cause. The Company may terminate ExecutiveEmployee's employment if such termination is under this Agreement for Cause. For purposes hereof, the term "Cause" shall mean (as defined hereini) and Cause is not cured the inability of Employee, despite any reasonable accommodation required by Executive law, due to bodily injury or disease or any other physical or mental incapacity, to perform the services provided for hereunder for a period of 120 days in the aggregate, within any available cure given period provided below. Such notice must set forth in reasonable detail of 180 consecutive days during the facts underlying the claim of Cause. For the purposes term of this Agreement, "Cause" shall be defined as in addition to any statutorily required leave of the followingabsence, which act or omission is in bad faith by Executive without a reasonable belief that such act or omission would benefit the Company: (i) a default or breach by Executive of any of the provisions of this Agreement materially detrimental to the Company which is not cured within 15 days following written notice thereof; (ii) actions by Executive constituting conduct of the Employee that constitutes fraud, embezzlement theft, or dishonesty which result in a conviction of a criminal offense not yet overturned act involving moral turpitude, in each case only if it materially affects his ability to perform the duties and responsibilities of his position or has a material adverse effect on appeal; the Company, (iii) actions commission of a material act of fraud against the Company, (iv) embezzlement of funds or misappropriation of other property by Executive in intentionally furnishing materially falsethe Employee from the Company; (v) failure of Employee to observe or perform his material duties and obligations as an employee of the Company or a material breach of this Agreement, misleadingafter thirty (30) days advance written notice of such failure or breach which has not been cured; (vi) Employee's habitual use of illegal controlled substances, or omissive information to intoxication during normal business hours while conducting the Company's Board of Directors that is materially detrimental to business, which, in the Company; (iv) actions constituting a breach reasonable judgment of the Sections 8 Board, so impairs Employee's credibility and reputation that Employee can no longer perform his duties; or 9 of this Agreement which is materially detrimental to the Company; (vvii) acts Employee has been found civilly liable for sexual harassment or omissions which constitute willful failure to follow reasonable and lawful directives of the Company's Board of Directors, which are consistent with Executive's job responsibilities and performance which is not cured within 15 days following written notice thereof. Upon termination for Cause, Executive shall immediately cease to have any power of his position, but shall nevertheless be given a reasonable opportunity to access his office with related offenses (or the Company has been found civilly liable for the purpose of retrieving his personal goods and files. If any conviction pursuant to Section 3(b) above is overturned on appeal, Executive will be deemed to have been terminated without Cause as of the effective date of his earlier terminationsuch actions by Employee).

Termination of Employment by the Company for Cause. The If the Company may terminate terminates the Executive's ’s employment for Cause during the Term of Employment, the Term of Employment shall end as of the date of the termination of the Executive’s employment for Cause and the Executive shall be entitled to the following: (1) Base Salary earned but not paid prior to the Termination Date; (2) any amounts earned, accrued or owing to the Executive but not yet paid under Section 7, 8, 9 or 10 above; and (3) such other or additional benefits, if such any, as are provided under applicable plans, programs and/or arrangements of the Company. In no event shall a termination is of the Executive’s employment for "Cause" Cause occur unless the Company gives written notice to the Executive in accordance with Section 27 below stating with specificity the events or actions that constitute Cause and providing the Executive with an opportunity to cure (as defined hereinif curable) and within a reasonable period of time. No termination of the Executive’s employment for Cause is shall be permitted unless the Termination Date occurs during the 120-day period immediately following the date that the events or actions constituting Cause first become known to the Board. Cause shall in no event be deemed to exist except upon a finding reflected in a resolution of the Board, whose finding shall not cured by Executive within be binding upon any available cure period provided below. Such notice must set forth in reasonable detail the facts underlying the claim of Cause. For the purposes of decision-maker ruling on this Agreement, "Cause" at a meeting to which the Executive (and the Executive’s counsel) shall be defined as any of invited upon proper notice. If the following, which act or omission Executive’s employment is in bad faith terminated by Executive without a reasonable belief that such act or omission would benefit the Company: (i) a default or breach by Executive of any of the provisions of this Agreement materially detrimental to the Company which is not cured within 15 days following written notice thereof; (iiunder this Section 11(b) actions by Executive constituting fraud, embezzlement or dishonesty which result in a conviction of a criminal offense not yet overturned based on appeal; (iii) actions by Executive in intentionally furnishing materially false, misleading, or omissive information to the Company's Board of Directors that is materially detrimental to the Company; (iv) actions constituting a breach of the Sections 8 or 9 of this Agreement which is materially detrimental to the Company; (v) acts or omissions which constitute willful failure to follow reasonable and lawful directives of the Company's Board of Directors, which are consistent with Executive's job responsibilities and performance which is not cured within 15 days following written notice thereof. Upon termination for Cause, Executive shall immediately cease to have any power of his position, but shall nevertheless be given a reasonable opportunity to access his office with the Company for the purpose of retrieving his personal goods and files. If any conviction Cause pursuant to Section 3(b1(j)(1) above and the Executive’s conviction is overturned on appeal, Executive will then the Executive’s employment shall be deemed to have been terminated by the Company without Cause as of the effective date of his earlier terminationin accordance with Section 11(a) above.

Termination of Employment by the Company for Cause. The If the Company may terminate terminates the Executive's ’s employment for Cause during the Term of Employment, the Term of Employment shall end as of the date of the termination of the Executive’s employment for Cause and the Executive shall be entitled to the following: (1) Base Salary earned but not paid prior to the Termination Date; (2) any amounts earned, accrued or owing to the Executive but not yet paid under Section 7, 8, 9 or 10 above; and (3) such other or additional benefits, if such any, as are provided under applicable plans, programs and/or arrangements of the Company. In no event shall a termination is of the Executive’s employment for "Cause" Cause occur unless the Company gives written notice to the Executive in accordance with Section 26 below stating with specificity the events or actions that constitute Cause and providing the Executive with an opportunity to cure (as defined hereinif curable) and within a reasonable period of time. No termination of the Executive’s employment for Cause is shall be permitted unless the Termination Date occurs during the 120-day period immediately following the date that the events or actions constituting Cause first become known to the Board, Cause shall in no event be deemed to exist except upon a finding reflected in a resolution of the Board, whose finding shall not cured by Executive within be binding upon any available cure period provided below. Such notice must set forth in reasonable detail the facts underlying the claim of Cause. For the purposes of decision-maker ruling on this Agreement, "Cause" at a meeting to which the Executive (and the Executive’s counsel) shall be defined as any of invited upon proper notice. If the following, which act or omission Executive’s employment is in bad faith terminated by Executive without a reasonable belief that such act or omission would benefit the Company: (i) a default or breach by Executive of any of the provisions of this Agreement materially detrimental to the Company which is not cured within 15 days following written notice thereof; (iiunder this Section 11(c) actions by Executive constituting fraud, embezzlement or dishonesty which result in a conviction of a criminal offense not yet overturned based on appeal; (iii) actions by Executive in intentionally furnishing materially false, misleading, or omissive information to the Company's Board of Directors that is materially detrimental to the Company; (iv) actions constituting a breach of the Sections 8 or 9 of this Agreement which is materially detrimental to the Company; (v) acts or omissions which constitute willful failure to follow reasonable and lawful directives of the Company's Board of Directors, which are consistent with Executive's job responsibilities and performance which is not cured within 15 days following written notice thereof. Upon termination for Cause, Executive shall immediately cease to have any power of his position, but shall nevertheless be given a reasonable opportunity to access his office with the Company for the purpose of retrieving his personal goods and files. If any conviction Cause pursuant to Section 3(b1(j)(1) above and the Executive’s conviction is overturned on appeal, Executive will then the Executive’s employment shall be deemed to have been terminated by the Company without Cause as of the effective date of his earlier terminationin accordance with Section 11(d) below.