TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive’s employment hereunder may be terminated by the Company at any time:
(i) upon the determination that Executive’s performance of his duties has not been fully satisfactory for any reason which would not constitute justifiable cause (as hereinafter defined) or for other business reasons necessitating termination which do not constitute justifiable cause, in either case upon thirty (30) days’ prior written notice to Executive; or
(ii) upon the determination that there is justifiable cause (as hereinafter defined) for such termination.
(b) Executive’s employment shall terminate upon:
(i) the death of Executive;
(ii) the “total disability” of Executive (as hereinafter defined in Subsection (c) herein) pursuant to Subsection (h) hereof; or
(iii) Executive’s resignation of employment.
(c) For the purposes of this Agreement, the term “total disability” shall mean Executive is physically or mentally incapacitated so as to render Executive incapable of performing the essentials of Executive’s job, even with reasonable accommodation, as reasonably determined by the Company, which determination shall be final and binding.
(d) For the purposes hereof, the term “justifiable cause” shall mean: any failure or refusal to perform any of the duties pursuant to this Agreement or any breach of this Agreement by the Executive; Executive’s breach of any material written policies, rules or regulations which have been adopted by the Company; Executive’s repeated failure to perform his duties in a satisfactory manner; Executive’s performance of any act or his failure to act, as to which if Executive were prosecuted and convicted, a crime or offense involving money or property of the Company or its subsidiaries or affiliates, or a crime or offense constituting a felony in the jurisdiction involved, would have occurred; any unauthorized disclosure by Executive to any person, firm or corporation of any confidential information or trade secret of the Company or any of its subsidiaries or affiliates; any attempt by Executive to secure any personal profit in connection with the business of the Company or any of its subsidiaries and affiliates; or the engaging by Executive in any business other than the business of the Company and its subsidiaries and affiliates which interferes with the performance of his duties hereunder. Upon termination of Executive’s employment for justifiable cause, this Agreement shall terminate immediately and Executive shall not be entitled to any a...
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive's employment hereunder may be terminated at any time upon written notice from the Company to Executive:
(i) upon the determination by the Board of Directors that Executive's performance of his duties has not been fully satisfactory for any reason which would not constitute justifiable cause (as hereinafter defined) upon thirty (30) days' prior written notice to Executive; or
(ii) upon the determination by the Board of Directors that there is justifiable cause (as hereinafter defined) for such termination upon ten (10) days' prior written notice to Executive.
(b) Executive's employment shall terminate upon:
(i) the death of Executive; or
(ii) the "disability" of Executive (as hereinafter defined pursuant to subsection (c) herein) pursuant to subsection (f) hereof.
(c) For the purposes of this Agreement, the term "disability" shall mean the inability of Executive, due to illness, accident or any other physical or mental incapacity, substantially to perform his duties for a period of three (3) consecutive months or for a total of six (6) months (whether or not consecutive) in any twelve (12) month period during the term of this Agreement, as reasonably determined by the Board of Directors of the Company after examination of Executive by an independent physician reasonably acceptable to Executive.
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) The Employee's employment hereunder may be terminated at any time upon written notice by the Company, upon the occurrence of any of the following events:
(i) the death of Employee;
(ii) the disability of Employee (as defined in paragraph (b)); or
(iii) the determination that there is cause (as hereinafter defined) for such termination upon thirty (30) days' prior written notice to Employee.
(b) For purposes hereof, the term "disability" shall mean the inability of Employee, due to illness, accident or any other physical or mental incapacity, to perform his duties in a normal manner for a period of three (3) consecutive months or for a total of six (6) months (whether or not consecutive) in any twelve (12) month period during the term of this Agreement.
(c) For purposes hereof, "cause" shall mean and be limited to (i) Employee's conviction (which, through lapse of time or otherwise, is not subject to appeal) of any crime or offense involving money or other property of the Company or its subsidiaries or which constitutes a felony in the jurisdiction involved; (ii) Employee's performance of any act or his failure to act, for which if he were prosecuted and convicted, a crime or offense involving money or property of the Company or its subsidiaries, or which would constitute a felony in the jurisdiction involved would have occurred, (iii) Employee's breach of any of the representations, warranties or covenants set forth in this Agreement, or (iv) Employee's continuing, repeated, willful failure or refusal to perform his duties required by this Agreement, provided that Employee shall have first received written notice from the Company stating with specificity the nature of such failure and refusal and affording Employee an opportunity, as soon as practicable, to correct the acts or omissions complained of. Whether or not "cause" shall exist in each case shall be determined by the Board of Directors of the Company in its sole discretion.
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive’s employment hereunder shall terminate upon the first to occur of the following:
(i) upon thirty (30) days’ prior written notice to Executive upon the determination by the GP Board that Executive’s performance of his duties has not been fully satisfactory for any reason which would not constitute “justifiable cause” (as hereinafter defined);
(ii) upon three (3) days’ prior written notice to Executive upon the determination by the GP Board that there is justifiable cause for such termination;
(iii) automatically and without notice upon the death of Executive;
(iv) in accordance with the terms of subsection (d) hereof upon the “disability” (as hereinafter defined) of Executive;
(v) upon written notice by the Executive to the Company of a termination for good reason (as hereinafter defined) within ninety (90) days after the event that constitutes good reason; or
(vi) upon 30 days’ prior written notice by Executive to the Company of the Executive’s voluntary termination of employment without good reason.
(b) For the purposes of this Agreement, the term:
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive’s employment hereunder shall terminate upon the first to occur of the following:
(i) upon thirty (30) days’ prior written notice to Executive upon the determination by the Board of Directors that Executive’s employment shall be terminated for any reason which would not constitute “justifiable cause”;
(ii) upon written notice to Executive upon the determination by the Board of Directors that there is justifiable cause for such termination;
(iii) automatically upon the death of Executive;
(iv) in accordance with the terms of subsection (e) hereof upon the “disability” (as defined below) of Executive;
(v) upon written notice by Executive to the Company of a termination for “good reason” (as defined below) within thirty (30) days after the event that constitutes good reason;
(vi) upon thirty (30) days’ prior written notice by Executive to the Company of Executive’s voluntary termination of employment without good reason; or
(vii) upon expiration of the Employment Term.
(b) For the purposes of this Agreement:
(i) The term “disability” shall mean the inability of Executive, due to illness, accident or any other physical or mental incapacity, substantially to perform the essential functions of his duties, with or without reasonable accommodation, for a period of three (3) months (whether or not consecutive) in any twelve (12) month period during the Employment Term, as reasonably determined by the Board of Directors, in good faith, after examination of Executive by an independent physician reasonably acceptable to Executive.
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive's employment hereunder may be terminated by the Company at any time:
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive’s employment hereunder shall terminate upon the first to occur of the following:
(i) upon thirty (30) days’ prior written notice to Executive upon the determination by the Board of Directors that Executive’s employment shall be terminated for any reason which would not constitute “justifiable cause”;
(ii) upon written notice to Executive upon the determination by the Board of Directors that there is justifiable cause for such termination;
(iii) automatically and without notice upon the death of Executive;
(iv) in accordance with the terms of subsection (e) hereof upon the “disability” (as defined below) of Executive; or
(v) upon thirty (30) days’ prior written notice by Executive to the Company of Executive’s voluntary termination of employment. Upon the Company giving notice of termination pursuant to Section 7(a)(i) or (ii), or Executive giving notice of termination pursuant to Section 7(a)(v), the Company may require that Executive immediately leave the Company’s premises, but such requirement shall not affect the effective date of termination of employment.
(b) For the purposes of this Agreement:
(i) The term “Change in Control” shall mean the occurrence of any of the following:
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) The Executive's employment hereunder may be terminated at any time upon written notice by Maverick, upon the occurrence of any of the following events:
(i) the death of the Executive;
(ii) the disability of the Executive (as defined in paragraph 9(b)); or
(iii) the determination that there is "Cause" (as hereinafter defined) for such termination upon 10 days' prior written notice to the Executive.
(b) For purposes hereof, the term "disability" shall mean the inability of the Executive, due to illness, accident or any other physical or mental incapacity, to perform his duties in a normal manner for a period of four consecutive months or for a total of six months (whether or not consecutive) in any 12 month period during the term of this Agreement.
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive's employment hereunder may be terminated at any time:
(i) upon the determination by the Board of Directors that Executive's performance of his duties has not been fully satisfactory for any reason which would not constitute justifiable cause (as hereinafter defined) upon thirty (30) days' prior written notice to Executive;or
(ii) upon the determination by the Board of Directors that there is justifiable cause (as hereinafter defined) for such termination upon ten (10) days' prior written notice to Executive.
(b) Executive's employment shall terminate upon:
(i) the death of Executive; or
TERMINATION OF EMPLOYMENT; EFFECT OF TERMINATION. (a) Executive’s employment hereunder shall terminate upon the first to occur of the following:
(i) upon thirty (30) days’ prior written notice to Executive upon the determination by the Board that Executive’s employment shall be terminated for any reason which would not constitute “justifiable cause”;
(ii) upon written notice to Executive from the Board of termination for “justifiable cause”;
(iii) automatically and without notice upon the death of Executive;
(iv) in accordance with the terms of subsection (e) hereof upon the “disability” (as defined below) of Executive;
(v) upon thirty (30) days’ prior written notice by Executive to the Company of Executive’s voluntary termination of employment without “good reason”; or
(vi) upon written notice by Executive to the Company of Executive’s termination of employment for “good reason” in accordance with Section 7(b)(iii). Upon the Company giving notice of termination pursuant to Section 7(a)(i) or (ii), or Executive giving notice of termination pursuant to Section 7(a)(v) or (vi), the Company may require that Executive immediately leave the Company’s premises, but such requirement shall not affect the effective date of termination of employment.
(b) For the purposes of this Agreement:
(i) The term “Change in Control” shall mean the occurrence of any of the following: (A) one person (or more than one person acting as a group), other than Sterling Investment Partners or its affiliates, acquires ownership of stock of the Company that, together with the stock held by such person or group, constitutes more than 50% of the total voting power of the stock of the Company; (B) consummation of any merger, consolidation, or reorganization involving the Company in which, immediately after giving effect to such merger, consolidation or reorganization, 50% or less of the total voting power of outstanding stock of the surviving or resulting entity is then beneficially owned in the aggregate by the stockholders of the Company immediately prior to such merger, consolidation or reorganization as a result of their ownership interests in the Company immediately prior to the merger, consolidation, or reorganization and members of the Board of the Company immediately prior to the merger, consolidation or reorganization do not constitute a majority of the Board of the surviving or resulting entity; (C) a majority of the members of the Board are replaced during any twelve-month period by directors whose appointment or election is not...
