Common use of With Good Cause Clause in Contracts

With Good Cause. If this Agreement is terminated by EPS with Good Cause, Executive will not be entitled to receive any severance or other benefits except as provided in Section 8.1. As used herein, “Good Cause” will mean Executive’s (i) illegal and/or criminal conduct, (ii) dishonesty with respect to EPS’ business, (iii) gross negligence or willful misconduct in the performance of duties, (iv) habitual neglect of duties, (v) insubordination, (vi) willful and continuing refusal to perform duties under this Agreement, (vii) conduct detrimental to the reputation of EPS, including but not limited to, substance abuse, moral turpitude and the like, (viii) misrepresentation or concealment of a material fact or facts for purposes of securing employment with EPS, (ix) conduct that constitutes unlawful harassment, discrimination or retaliation, (x) material breach of any terms of this Agreement, and/or (xi) material violations of EPS’ employment policies; provided, however, that Executive will be provided notice of any misconduct and/or breach constituting Good Cause and will be given reasonable opportunity (not to exceed thirty (30) days), to cure the misconduct and/or breach, unless such misconduct and/or breach is determined by EPS, in its sole and absolute discretion, not to be susceptible to cure, in which case termination shall be deemed to be immediate; and provided further that such 30-day cure period shall only be available for the first such misconduct and/or breach of the same or substantially similar type and subsequent misconduct and/or breach of the same or substantially similar type shall constitute Good Cause without regard to Executive’s subsequent cure of same.