Common use of Termination without Notice Clause in Contracts

Termination without Notice. 12.1 The Company may also terminate the Appointment with immediate effect without notice and with no liability to make any further payment to the Employee (other than in respect of amounts accrued due at the date of termination) if the Employee: 12.1.1 is guilty of any gross misconduct affecting the business of the Company or any Group Company; 12.1.2 commits any serious or repeated breach or non-observance of any of the provisions of this agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 is, in the reasonable opinion of the Board, negligent and incompetent in the performance of his duties; 12.1.4 is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx 0000; 12.1.5 is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed); 12.1.6 becomes of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health; 12.1.7 ceases to be eligible to work in the United Kingdom; 12.1.8 is guilty of any fraud or dishonesty or acts in any manner which in the opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 is in breach of the Company's anti-corruption and bribery policy and related procedures; 12.1.10 is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period. 12.2 The rights of the Company under clause 12.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement by the Employee as having brought the agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 The ‌ 17.1 Without prejudice to any other rights the Company or any Group Company may have, the Company may also terminate the Appointment with immediate effect without notice and with no liability to to‌ make any further payment to the Employee (other than in respect of amounts accrued due at the date of termination) or may accept any breach of this Agreement by the Employee as having brought this Agreement to an end (notwithstanding that the Company may have allowed any time to elapse or on a former occasion may have waived its rights under this clause) due to illegality of the employment agreement or if the Employeehe: 12.1.1 (a) is guilty of any gross misconduct affecting the business of the any Group Company or gross incompetence or negligence including any Group Companydeliberate act of discrimination, harassment or victimisation on the grounds of race, sex, disability, sexual orientation, marital status (including civil partnership), pregnancy or maternity, gender reassignment, religion/religious belief or age; 12.1.2 (b) commits any serious or repeated breach or non-observance of any of the provisions of this agreement Agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 is, (c) acts in a manner which prejudices or is likely in the reasonable opinion of the BoardCompany to prejudice the interests or reputation of the Employee, the Company or any Group Company; (d) is negligent and incompetent in the performance of his duties; 12.1.4 (e) is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him the Employee under the County Court Xxx 0000; 12.1.5 (f) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed)) or any offence under any regulation or legislation relating to insider dealing; 12.1.6 becomes (g) is, in the opinion of unsound mind (which includes lacking capacity under a medical practitioner who is treating the Mental Capacity Act 2005), Employee physically or mentally incapable of performing their duties and may remain so for more than three months and the medical practitioner has given a patient under any statute relating medical opinion to mental healththe Board to that effect; 12.1.7 ceases to be eligible to work in the United Kingdom; 12.1.8 (h) is guilty of any fraud or dishonesty or acts in any manner which in the opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 is in breach of the Company's anti-corruption and bribery policy and related procedures; 12.1.10 (i) is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 (j) is unable unable, by reason of Incapacity Incapacity, to perform his duties under this agreement for an aggregate period of four weeks 90 days in any [52]-week a 52 week period. 12.2 17.2 The rights of the Company under clause 12.1 17.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement Agreement by the Employee as having brought the agreement Agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 13.1 The Company may also terminate the Appointment with immediate effect without notice and with no liability to make any further payment to the Employee (other than in respect of amounts accrued due at the date of termination) if the Employee: 12.1.1 (a) is guilty of any gross misconduct affecting the business of the Company or any Group Company; 12.1.2 (b) commits any serious or repeated breach or non-observance of any of the provisions of this agreement Agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 (c) is, in the reasonable opinion of the BoardCompany, negligent and incompetent in the performance of his duties; 12.1.4 (d) is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx Axx 0000; 12.1.5 (e) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed)) or any offence under any regulation or legislation relating to insider dealing; 12.1.6 (f) becomes of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health; 12.1.7 (g) ceases to be eligible to work in the United Kingdom; 12.1.8 (h) is guilty of any fraud or dishonesty or acts in any manner which in the opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 (i) is in breach of the Company's anti-corruption and bribery policy and related procedures;; or 12.1.10 (j) is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period. 12.2 13.2 The rights of the Company under clause 12.1 13.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement Agreement by the Employee as having brought the agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 15.1 The Company may also terminate the Appointment your Employment with immediate effect without notice and with no liability to make any further payment to the Employee you (other than in respect of amounts accrued due at the date of terminationTermination) if the Employeeyou: 12.1.1 is (a) are guilty of any gross misconduct whether directly affecting the business of the any Group Company or any Group Company;otherwise; or 12.1.2 commits (b) commit any serious or repeated breach or non-observance of any of the provisions of this agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company;directions; or 12.1.3 is(c) are, in the reasonable opinion of the BoardCompany, grossly negligent and and/or incompetent in the performance of his your duties;; or 12.1.4 is (d) are declared bankrupt or makes make any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx 0000;; or 12.1.5 is (e) are convicted of any criminal offence (other than an offence under including, potentially, any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed);offence; or 12.1.6 becomes (f) cease to hold any professional qualification required as per Schedule 1; or (g) become of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health;; or 12.1.7 ceases (h) cease to be eligible to work in the United Kingdom;; or 12.1.8 is (i) are guilty of any fraud or dishonesty or acts act or fail to act in any other manner which in the opinion of the Company brings or is likely to or could bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company;; or 12.1.9 is (j) breach the Gambling Act or any other gaming legislation whether in breach the UK or in other territories in which the Group operates and/or any associated licence conditions or codes of the Company's anti-corruption and bribery policy and related procedures;practice; or 12.1.10 is (k) are guilty of a serious breach of any rules issued by the Company from time to time (including regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period). 12.2 15.2 The rights of the Company under clause 12.1 15.1 are without prejudice to any other rights that it might have at law to terminate the Appointment Employment or to accept any breach of this agreement by the Employee you as having brought the agreement to an end. Any delay by the Company in exercising its it rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 The 15.1 Notwithstanding clause 2.1, the Company may also terminate the Appointment with immediate effect without notice and with no liability to make any further payment to the Employee (other than in respect of amounts accrued due at the date of termination) if the Employee: 12.1.1 a) is guilty of any gross misconduct affecting the business of the Company or any Group Company; 12.1.2 b) commits any serious or repeated breach or non-observance of any of the material provisions of this agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 c) is, in the reasonable opinion of the Board, negligent and incompetent in the performance of his duties; 12.1.4 d) is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx 0000; 12.1.5 e) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed)) or any offence under any regulation or legislation relating to insider dealing; 12.1.6 becomes f) is, in the opinion of unsound mind (which includes lacking capacity under a medical practitioner physically or mentally incapable of performing their duties and may remain so for more than three months and the Mental Capacity Act 2005), or medical practitioner has given a patient under any statute relating medical opinion to mental healththe Board to that effect; 12.1.7 g) ceases to be eligible to work in the United Kingdom; 12.1.8 h) is guilty of any fraud or dishonesty or acts in any manner which in the reasonable opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 i) is in material breach of the Company's ’s xxxxxxx xxxxxxx policy; or the anti-corruption and bribery policy and related procedures;; or 12.1.10 j) is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period. 12.2 15.2 The rights of the Company under clause 12.1 15.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement by the Employee as having brought the agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 16.1 The Company may also terminate the Appointment with immediate effect without notice or payment in lieu of notice and with no liability to make any further payment to the Employee (other than in respect of amounts accrued due at the date of termination) if the Employee: 12.1.1 (a) is guilty of any gross misconduct affecting the business of the Company or any Group Company; 12.1.2 (b) commits any serious or repeated breach or non-observance of any of the provisions of this agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 (c) is, in the reasonable opinion of the Board, negligent and incompetent in the performance of his duties; 12.1.4 (d) is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx 0000; 12.1.5 (e) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed); 12.1.6 (f) becomes of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health; 12.1.7 (g) ceases to be eligible to work in the United Kingdom; 12.1.8 (h) is guilty of any fraud or dishonesty or acts in any manner which in the opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 is in breach of the Company's anti-corruption and bribery policy and related procedures; 12.1.10 (i) is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period. 12.2 16.2 The rights of the Company under clause 12.1 16.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement by the Employee as having brought the agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 15.1 The Company may also terminate the Appointment your Employment with immediate effect without notice and with no liability to make any further payment to the Employee you (other than in respect of amounts accrued due at the date of terminationTermination) if the Employeeyou: 12.1.1 is (a) are guilty of any gross misconduct whether directly affecting the business of the any Group Company or any Group Company;otherwise; or 12.1.2 commits (b) commit any serious or repeated breach or non-observance of any of the provisions of this agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company;directions; or 12.1.3 is(c) are, in the reasonable opinion of the BoardCompany, grossly negligent and and/or incompetent in the performance of his your duties;; or 12.1.4 is (d) are declared bankrupt or makes make any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx Axx 0000;; or 12.1.5 is (e) are convicted of any criminal offence (other than an offence under including, potentially, any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed);offence; or 12.1.6 becomes (f) cease to hold any professional qualification required as per Schedule 1; or (g) become of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health;; or 12.1.7 ceases (h) cease to be eligible to work in the United Kingdom;; or 12.1.8 is (i) are guilty of any fraud or dishonesty or acts act or fail to act in any other manner which in the opinion of the Company brings or is likely to or could bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company;; or 12.1.9 is (j) breach the Gambling Act or any other gaming legislation whether in breach the UK or in other territories in which the Group operates and/or any associated licence conditions or codes of the Company's anti-corruption and bribery policy and related procedures;practice; or 12.1.10 is (k) are guilty of a serious breach of any rules issued by the Company from time to time (including regarding its electronic communications systems; or 12.1.11 is unable by reason of Incapacity to perform his duties under this agreement for an aggregate period of four weeks in any [52]-week period). 12.2 15.2 The rights of the Company under clause 12.1 15.1 are without prejudice to any other rights that it might have at law to terminate the Appointment Employment or to accept any breach of this agreement by the Employee you as having brought the agreement to an end. Any delay by the Company in exercising its it rights to terminate shall not constitute a waiver thereof.

Termination without Notice. 12.1 18.1 The Company may also terminate the Appointment with immediate effect without notice and with no liability to make any further payment to the Employee (other than in respect of amounts accrued due at the date of terminationTermination Date) if the Employee: 12.1.1 (a) is disqualified from acting as a director or resigns as a director from any Group Company without the prior written approval of the Board; (b) is guilty of a material breach of the rules or regulations as amended from time to time of any regulatory authorities relevant to any Group Company or any code of practice issued by the Company (as amended from time to time); (c) is guilty of any gross negligence or serious misconduct affecting the business of the any Group Company or wilfully breached a fiduciary duty to any Group Company; 12.1.2 (d) commits any serious or repeated breach or non-observance of any of the material provisions of this agreement Agreement or refuses or neglects to comply with any reasonable and lawful directions of the Company; 12.1.3 isBoard, in each case having been given a 30 day period within which to remedy the breach (where such breach is capable of remedy), and having failed to do so to the reasonable opinion satisfaction of the Board, negligent and incompetent in the performance of his duties; 12.1.4 (e) is declared bankrupt or makes any arrangement with or for the benefit of his creditors or has a county court administration order made against him under the County Court Xxx 0000; 12.1.5 (f) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed)) or any offence under any regulation or legislation relating to insider dealing or market abuse; 12.1.6 (g) ceases to be eligible to work in the United Kingdom; (h) is guilty of any fraud or dishonesty; (i) acts in any manner which in the reasonable opinion of the Board brings or is likely to bring the Employee or any Group Company materially into disrepute or is materially adverse to the interests of any Group Company; (j) is in breach of the Xxxxxxx Xxx 0000, the U.S. Foreign Corrupt Practices Act of 1977 or the Company’s anti-corruption and bribery policy and related procedures in effect from time to time; (k) any material violation of the Ensco plc Code of Business Conduct, as amended from time to time; (l) is guilty of a serious breach of any rules or policies issued by the Company from time to time, including its electronic communications systems polices, policies relating to a drug and alcohol free workplace, and policies relating to harassment, discrimination and retaliation; (m) becomes of unsound mind (which includes lacking capacity under the Mental Capacity Act 2005), or a patient under any statute relating to mental health; 12.1.7 ceases to be eligible to work in the United Kingdom; 12.1.8 is guilty of any fraud or dishonesty or acts in any manner which in the opinion of the Company brings or is likely to bring the Employee or [the Company or any Group Company into disrepute or is materially adverse to the interests of the Company or any Group Company; 12.1.9 is in breach of the Company's anti-corruption and bribery policy and related procedures; 12.1.10 is guilty of a serious breach of any rules issued by the Company from time to time regarding its electronic communications systems; or 12.1.11 (n) is unable by reason of Incapacity to perform his duties under this agreement Agreement for an aggregate period of four 12 weeks in any [52]-week 52-week period. 12.2 18.2 The rights of the Company under clause 12.1 18.1 are without prejudice to any other rights that it might have at law to terminate the Appointment or to accept any breach of this agreement Agreement by the Employee as having brought the agreement to an end. Any delay by the Company in exercising its rights to terminate shall not constitute a waiver thereof.