Common use of Termination Prior to Expiration of Term Clause in Contracts

Termination Prior to Expiration of Term. 3.1 Notwithstanding any other provisions herein to the contrary, Employer shall have the right to terminate Employee's employment under this Agreement at any time prior to the expiration of the Term for any of the following reasons: (i) For cause upon the good faith determination by the Employer's Board of Directors that cause exists for the termination of the employment relationship. As used in this Section 3.1(i), the term "cause" shall mean (a) Employee has willfully refused without proper legal reason to perform a duty or responsibility required of Employee under this Agreement which remains uncorrected for fifteen (15) days following written notice to Employee by Employer of such breach; (b) Employee has been convicted of a felony (which, through lapse of time or otherwise, is not subject to appeal); (c) Employee's involvement in a conflict of interest as referenced in Sections 1.5 and 1.6 for which Employer makes a determination to terminate the employment of Employee; (d) Employee has willfully engaged in conduct that Employee knows or should know is materially injurious to Employer or any of its affiliates; or (e) Employee's material breach of any material provision of this Agreement or corporate code or policy which remains uncorrected for thirty (30) days following written notice to Employee by Employer of such breach. It is expressly

Termination Prior to Expiration of Term. 3.1 Notwithstanding any other provisions herein to the contrary, Employer shall have the right to terminate Employee's employment under this Agreement at any time prior to the expiration of the Term for any of the following reasons: (i) For cause upon the good faith determination by the Employer's Board of Directors that cause exists for the termination of the employment relationship. As used in this Section 3.1(i), the term "cause" shall mean (a) Employee has willfully refused without proper legal reason to perform a duty or responsibility required of Employee under this Agreement which remains uncorrected for fifteen (15) days following written notice to Employee by Employer of such breach; (b) Employee has been convicted of a felony (which, through lapse of time or otherwise, is not subject to appeal); (c) Employee's involvement in a conflict of interest as referenced in Sections 1.5 and 1.6 for which Employer makes a determination to terminate the employment of Employee; (d) Employee has willfully engaged in conduct that Employee knows or should know is materially injurious to Employer or any of its affiliates; or (e) Employee's material breach of any material provision of this Agreement or corporate code or policy which remains uncorrected for thirty (30) days following written notice to Employee by Employer of such breach. It is expresslyexpressly acknowledged and agreed that the decision as to whether cause exists for termination of the employment relationship by Employer is delegated to the Board of Directors of Employer for determination;