For Cause Event definition

For Cause Event means any of the following:
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For Cause Event has the meaning set forth in Section 7.2(e).
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For Cause Event means any event, circumstance or occurrence that would constitute the basis for a termination of the Executive for Cause under Section 6.2(a) hereunder, regardless of whether the Employer elects to invoke the right to terminate Executive or provide notice to the Executive under Section 6.2(a) hereunder, on the basis of such event, circumstance or occurrence.
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Examples of For Cause Event in a sentence

  • The Up-Listing Bonus shall be paid within forty-five (45) calendar days of the achievement of the Up-Listing Event, and payment of the Up-Listing Bonus is conditioned upon, at the time of payment, (i) the Executive remaining a full-time employee of the Employer (subject to Section 6.3(b), Section 6.3(c) and Section 6.3(d)), and (ii) there not having occurred a For Cause Event.

  • The decision of the Administrative Committee as to the existence of a For Cause Event shall be final.

  • From and after the time JMIR Manager shall have been terminated as the Manager under this Agreement or under the Sister Company LLC Agreement due to a For Cause Event (or a “For Cause Event” under the Sister Company LLC Agreement) or an Event of Default (or an “Event of Default” under the Sister Company LLC Agreement) by JMIR Manager (unless such For Cause Event arises in connection with the death, disability or incompetency of Xxxxxxx X.

  • The decision of the Committee as to the existence of a For Cause Event shall be final.

  • A “Forfeiture Event” occurs if (i) Participant gives notice of the intention to resign her position asChief Financial Officer of the Company, or (ii) a “For Cause Event” (as defined in Participant’s employment agreement with the Company, Ellington Financial Management LLC (the “Manager”), or any affiliate of the Manager as applicable) occurs or the Company becomes aware that a For Cause Event occurred.

  • All outstanding shares have been duly and validly issued, are fully paid and nonassessable.

  • Ascendant Member may dispute whether any For Cause Event or Event of Default identified in the Termination Notice has occurred by delivering written notice (an “Objection Notice”) to GAP within fifteen (15) days after receipt of the Termination Notice.

  • If his employment is terminated by Executive pursuant to Section 14(a) or by the Company other than as the result of the occurrence of a For Cause Event pursuant to Section 13, all shares of Restricted Stock issued to Executive that have not yet fully vested prior to the Termination Date shall immediately vest.

  • If Ascendant Member fails to provide an Objection Notice within such fifteen (15) day period, then Ascendant Member shall have no right to dispute whether any For Cause Event or Event of Default identified in the Termination Notice has occurred or the effectiveness of the Termination Notice, which shall be final and conclusive, and the Termination Notice shall be effective as of the date of receipt and Ascendant Member shall be removed as Managing Member as of the date of receipt.

  • If the basis for the For Cause Event shall not have been cured to Tenant's reasonable satisfaction within thirty (30) days after such notice, or if a For Cause Event occurs more than twice in any twelve (12) month period, Landlord shall promptly and diligently proceed to cause the on-site building manager to be replaced by a qualified on-site building manager designated by Tenant.


More Definitions of For Cause Event

For Cause Event means, with respect to a Partner, any of the following events, in each case except as may otherwise be Approved by any Partner in the Partner Group that does not include such Partner in their respective sole and absolute discretion:
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For Cause Event means the occurrence of (i) a material breach by the Sharyland Member of (x) the then current Approved Annual Business Plan, or (y) this Agreement and such breach of this Agreement constitutes fraud or a violation of a fiduciary duty owed to the Company or the TDC Member, or (ii) any act or omission of the Sharyland Member that constitutes gross negligence or willful misconduct.
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For Cause Event means the occurrence of one or more of the following events: (a) breach of either Party’s fiduciary duty owed to the other Party, the LPs and Affiliates; (b) settlement, conviction or entry of a guilty plea or plea of nolo contendere by either Party or one of the Service Providers or the Company’s President, Chief Financial Officer or Chief Compliance Officer (the “Principal Executive Officers”) involving (i) the commission of a crime involving either Party or the LPs and Affiliates (including antifraud laws or laws based upon reckless disregard, knowledge or scienter requirements), (ii) a felony, (iii) fraud, embezzlement, misappropriation of property or dishonesty, (iv) a material violation of federal or state securities laws, or (v) any crime that is materially injurious to either Party or the LPs and Affiliates monetarily or otherwise; (c) gross negligence or willful misconduct by either Party or one of its Principal Executive Officers, that is materially injurious to the Company, the LPs and Affiliates, monetarily or otherwise; (d) obtaining by the Service Provider of any material improper benefit as a result of any material breach of this Agreement; (e) the loss or suspension of either Party’s licenses that are required in order for either Party to carry out its duties and responsibilities to the Company, the LPs and Affiliates unless such license is reinstated within (ninety) 90 days after receiving notice of its loss or suspension; (f) the bankruptcy, liquidation, conservatorship or receivership of either Party; (g) the suspension or imposition of other material disciplinary action by any authority regulating either Party’s conduct; or (h) the illegal use by any of either Party’s Principal Executive Officers of controlled substances that significantly interferes with the performance of the person’s duties to said Party, the LPs and Affiliates or results in serious injury to either Party, the LPs and Affiliates monetarily or otherwise. . Either Party shall provide prompt written notice to the other Party if any of its Principal Executive Officers becomes disabled or incapacitated or fails, for a period of thirty (30) consecutive days, to devote substantially all of such person’s professional time to the performance of their services under this Agreement in their executive capacity (“Key Person Event”). Following notice to the receiving Party of a Key Person Event, the affected Party (i.e., the Party with the Key Person Event) shall, at its discretio...
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For Cause Event means the termination of any ARC Principal by Newco or any of its Subsidiaries following a final, non-appealable conviction of or plea of nolo contendere to a felony prohibiting such ARC Principal from continuing to act as an employee, officer or director of Newco or any of its Subsidiaries due to legal restriction or physical confinement.
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For Cause Event means: (A) for Corporation, Corporation’s failure to pay Consultant within forty-five (45) calendar days after any due date required under, and, in accordance with, Section 2 of this Agreement, or (B) for Consultant, Consultant’s breach of this Agreement. With regard to Consultant’s breach, if such breach is not: (i) a “material breach” and (ii) capable of being cured, Consultant shall be permitted to cure such breach, such cure to occur within twenty (20) calendar days of the breach. For avoidance of doubt, a “material breach” for Consultant shall be: (i) breach by Consultant of any of Sections 7, 8, 10, 11, 16, and 17 of the Agreement, or (ii) any act by Consultant that would violate applicable laws, rules, or regulations, or Corporation’s policy or guidelines, in connection with any duties that Consultant may have to the Corporation, or (iii) termination by Corporation under Section 5. In addition, a party may terminate this Agreement, effective immediately upon written notice, should the other party: (i) admit in writing its inability to pay its debts generally as they become due; (ii) make a general assignment for the benefit of creditors; (iii) institute proceedings, or have proceedings instituted against it, seeking relief or reorganization under any laws relating to bankruptcy or insolvency; or (iv) have a court of competent jurisdiction appoint a receiver, liquidator, or trustee over all or substantially all of such party’s property or provide for the liquidation of such party’s property or business affairs (collectively, an “Insolvency Event”). Upon termination, all non-surviving duties and obligations of the parties under this Agreement will cease as of the effective date of termination. All accrued obligations to the date of termination shall be fulfilled and the obligations set forth in Sections 2 (c) and 6 - 26 of the Agreement shall survive the termination or expiration of this Agreement. In addition, if this Agreement is terminated during the first twelve (12) months of the first term (i) for any reason by Corporation other than because of a For Cause Event by Consultant, or (ii) by Consultant because of (x) a For Cause Event by Corporation or (y) an Insolvency Event of Corporation, then Corporation will owe Consultant an amount equal to the Consulting Fees forfeited by Consultant during the remaining number of months left in that first twelve months of the first term of the Agreement and not including any amounts received by Consultant for...
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For Cause Event means, with respect to the Executive Chairman, in his capacity as such, the occurrence of any of the following events: (i) such Person’s failure to comply with, in any material respect, any of the Company Policies; (ii) the Board’s determination that such Person failed in any material respect to carry out or comply with any lawful and reasonable directive of the Board; (iii) such Person’s breach of a material provision of (x) this Agreement (in his capacity as the Designated Shareholder), (y) the Sponsor Agreement or (z) the Registration Rights Agreement (as such term is defined in the Merger Agreement, as defined in the Sponsor Agreement); (iv) such Person’s conviction, plea of no contest, plea of nolo contendere, or imposition of unadjudicated probation for any felony or crime involving moral turpitude; (v) such Person’s unlawful use (including being under the influence) or possession of illegal drugs on the Company’s (or any of its Affiliate’s) premises or while performing such Person’s duties and responsibilities under this Agreement; or (vi) such Person’s commission of an act of fraud, embezzlement, misappropriation, willful misconduct, or breach of fiduciary duty against the Company or any of its Affiliates.
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Related to For Cause Event

  • Without Cause Termination or “Terminated Without Cause” means termination of the Executive’s employment by the Company other than due to death, disability, or Termination for Cause.

  • Cause Event means (1) fraud, criminal conduct or willful misconduct by or on the part of the Dealer Manager, (2) a representation or warranty made by the Dealer Manager herein proving to be untrue in any material respect, or (3) a default in the due performance or observance by the Dealer Manager of any covenant or agreement contained in this Agreement and such default continuing unremedied for a period of 30 days after written notice thereof to the Dealer Manager by the Company.

  • For Cause means:

  • Constructive Termination Without Cause means a termination of the Executive's employment at his initiative as provided in this Section 10(c) following the occurrence, without the Executive's written consent, of one or more of the following events (except as a result of a prior termination):

  • Constructive Termination means:

  • Termination for Cause means termination because of: (1) Executive's personal dishonesty, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule, regulation (other than traffic violations or similar offenses), final cease and desist order or material breach of any provision of this Agreement which results in a material loss to the Institution or the Holding Company, or (2) Executive's conviction of a crime or act involving moral turpitude or a final judgement rendered against Executive based upon actions of Executive which involve moral turpitude. For the purposes of this Section, no act, or the failure to act, on Executive's part shall be "willful" unless done, or omitted to be done, not in good faith and without reasonable belief that the action or omission was in the best interests of the Institution or its affiliates. Notwithstanding the foregoing, Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to him a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than three-fourths of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to Executive and an opportunity for him, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. The Executive shall not have the right to receive compensation or other benefits for any period after Termination for Cause. During the period beginning on the date of the Notice of Termination for Cause pursuant to Section 8 hereof through the Date of Termination, stock options and related limited rights granted to Executive under any stock option plan shall not be exercisable nor shall any unvested awards granted to Executive under any stock benefit plan of the Institution, the Holding Company or any subsidiary or affiliate thereof, vest. At the Date of Termination, such stock options and related limited rights and any such unvested awards shall become null and void and shall not be exercisable by or delivered to Executive at any time subsequent to such Termination for Cause.

  • Good Reason means:

  • Good Reason Termination means a termination of employment or service initiated by the Participant upon or after a Change of Control upon one or more of the following events:

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge other than for Cause. The termination of Executive’s employment as a result of Executive’s death or disability will not be deemed to be an Involuntary Termination Without Cause.

  • Specified Cause Event shall have the meaning set forth in the SLDs.

  • Termination for Good Reason means a Termination of Employment by Executive for a Good Reason.

  • Voluntary Termination for Good Reason means the Employee voluntarily resigns after the occurrence of any of the following (i) without the Employee’s express written consent, a material reduction of the Employee’s duties, title, authority or responsibilities, relative to the Employee’s duties, title, authority or responsibilities as in effect immediately prior to such reduction, or the assignment to Employee of such reduced duties, title, authority or responsibilities; provided, however, that a reduction in duties, title, authority or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Senior Vice-President of a business unit of the Company remains as such following a Change of Control) shall not by itself constitute grounds for a “Voluntary Termination for Good Reason;” (ii) without the Employee’s express written consent, a material reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) a reduction by the Company in the base salary of the Employee as in effect immediately prior to such reduction; (iv) a material reduction by the Company in the aggregate level of employee benefits, including bonuses, to which the Employee was entitled immediately prior to such reduction with the result that the Employee’s aggregate benefits package is materially reduced (other than a reduction that generally applies to Company employees); (v) the relocation of the Employee to a facility or a location more than thirty-five (35) miles from the Employee’s then present location, without the Employee’s express written consent; (vi) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 7(a) below; or (vii) any act or set of facts or circumstances which would, under California case law or statute constitute a constructive termination of the Employee.

  • Voluntary Termination means termination by the Employee of the Employee's employment with the Company, excluding termination by reason of Employee's death or disability as described in Sections 2.5 and 2.6.

  • Involuntary Termination means a termination of your employment with the Company pursuant to either (i) a termination initiated by the Company without Cause, or (ii) your resignation for Good Reason, and provided in either case such termination constitutes a Separation from Service. An Involuntary Termination does not include any other termination of your employment, including a termination due to your death or disability.

  • Termination Without Cause means a Separation as a result of a termination of the Executive’s employment by the Company without Cause and other than as a result of Disability.

  • Involuntary Termination of Employment means the Termination of Service by the Company or Subsidiary other than a termination for Cause, or termination of employment by a Participant Employee for Good Reason.

  • Termination for Just Cause means termination because of Executive’s personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease-and-desist order, or material breach of any provision of this Agreement.

  • Good Reason Event means (1) fraud, criminal conduct or willful misconduct by or on the part of the Company, (2) a representation or warranty made by the Company herein proving to be untrue in any material respect, or (3) a default in the due performance or observance by the Company of any covenant or agreement contained in this Agreement and such default continuing unremedied for a period of 30 days after written notice thereof to the Company by the Dealer Manager.

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Employment Termination means the effective date of: (i) Executive’s voluntary termination of employment with the Company with Good Reason, or (ii) the termination of Executive’s employment by the Company without Good Cause.

  • Disability Termination means termination by the Company of the Executive’s employment by reason of the Executive’s incapacitation due to disability. The Executive will be deemed to be incapacitated due to disability if at the end of any month the Executive is unable to perform substantially all of the Executive’s duties under this Agreement in the normal and regular manner due to illness, injury or mental or physical incapacity, and has been unable so to perform for either (i) three consecutive full calendar months then ending, or (ii) 90 or more of the normal working days during the 12 consecutive full calendar months then ending. Nothing in this paragraph alters the Company’s obligations under applicable law, which may, in certain circumstances, result in the suspension or alteration of the foregoing time periods.

  • Good cause exception means the issuance of a fingerprint

  • Notice of Termination for Good Reason shall have the meaning set forth in Section 1(t).

  • Just Cause means:

  • Company Termination Event has the meaning set forth in Section 10 hereof.

  • Employment Termination Date means, with respect to a Participant, the first day upon which the Participant no longer has an employment or service relationship with the Company or any Related Company.