1For Cause Clause Samples
1For Cause. The Company may terminate the Executive’s employment at any time for “Cause” (as defined below). For the purposes of this Agreement, “Cause” shall mean (i) habitual drunkenness or any substance abuse which adversely affects the Executive’s performance of his job responsibilities; (ii) any illegal use of drugs; (iii) commission of a felony (including, without limitation, any violation of the Foreign Corrupt Practices Act); (iv) dishonesty materially relating to the Executive’s employment; (v) any misconduct by the Executive which would cause the Company or any of its subsidiaries or affiliates to violate any state or federal law relating to sexual harassment or age, sex or other prohibited discrimination, or any intentional violation of any written policy of the Company adopted with respect to any such law; (vi) any other conduct in the performance of the Executive’s employment which the Executive knows or should know (either as a result of a prior warning by the Company, custom within the industry or the flagrant nature of the conduct) violates applicable law or causes the Company or any of its subsidiaries or affiliates to violate applicable law in any material respect; (vii) failure to follow the lawful written instructions of the Company Board, if such failure continues uncured for a period of ten (10) days after receipt by the Executive of written notice from the Company stating that continuation of such failure would constitute grounds for termination for Cause; (viii) any violation of the confidentiality or non-solicitation provisions hereof; or (ix) any other material violation of this Agreement.
1For Cause. AbbVie may terminate this Agreement in its entirety effective immediately upon written notice to Licensor in the event that (a) a CD71 PDC Failure occurs or (b) AbbVie in good faith believes that it is not advisable for AbbVie to continue to Develop or Commercialize the CD71 PDCs or Licensed Products as a result of a perceived serious safety issue regarding the use of any Licensed Product.
1For Cause. The Company may terminate the employment of the Executive without further obligation to the Executive at any time for Cause.
1For Cause. (a) The Executive's employment hereunder may be terminated by the Company for Cause (as defined below). If the Executive's employment is terminated by the Company for Cause, the Executive shall only be entitled to receive:
(i) any accrued but unpaid Base Salary which shall be paid on the pay date immediately following the Termination Date (as defined below), or such earlier date as may be required by law, in accordance with the Company's customary payroll procedures;
(ii) any earned but unpaid Episodic Fees under Section 4.2 or Performance Bonus under Section 4.4(a) with respect to any completed fiscal year immediately preceding the Termination Date, which shall be paid on the otherwise applicable payment date; provided that, if the Executive's employment is terminated by the Company for Cause, then any such accrued but unpaid Episodic Fees or Performance Bonus shall be forfeited;
(iii) such employee benefits, if any, to which the Executive may be entitled under the Company's employee benefit plans as of the Termination Date; provided that, in no event shall the Executive be entitled to any payments in the nature of severance or termination payments except as specifically provided herein.
(a) (i) through 5.1(a)(iii) are referred to herein collectively as the “Accrued Amounts”.
(b) For purposes of this Agreement, “Cause” shall mean:
1For Cause. Failure or refusal of either party to perform or do any act herein required shall constitute a default. Either party may terminate this Contract upon seven (7) calendar days’ advance written notice to the other party in the event that the other party 1) materially breaches any duty, obligation, or service required pursuant to this Contract and 2) fails to cure such breach within ten (10) calendar days after written notice of such breach from the non-breaching party. In the event this Contract is terminated by reason of the Artist’s default, the Artist shall immediately refund to the City the amount of any interim payment(s) made to the Artist.
1For Cause. Following any termination by the Company for Cause, Employee shall be entitled to receive in cash payment an amount equal to all previously accrued but unpaid or unused compensation, including but not limited to, salary, vacation pay and Employee may retain the vested portion of any stock and stock options properly and duly granted to Employee as of such date, subject and pursuant to the terms of the stock option agreements or stock purchase agreements entered into between NutraCea and Employee, which grant NutraCea certain repurchase rights.
1For Cause. Company shall have the right to terminate the employment of Employee hereunder at any time for Cause (as hereinafter defined). provided, however, that Employee shall not be deemed to have been terminated for Cause without (i) at least three days' prior written notice to Employee setting forth the reasons for the Company's intention to terminate for "Cause", (ii) an opportunity for the Employee, together with his counsel, to be heard before the Board, and (iii) delivery to the Officer of a written notice of termination (which date of delivery of such notice shall be the Early Termination Date), as defined herein, from the Board finding that in the good faith opinion of the Board, Employee engaged in the conduct set forth therein, and specifying the particulars thereof in detail. For purposes of this Agreement "Cause" shall mean the occurrence of any of the following acts or events by or relating to Employee: (a) any material misrepresentation by Employee in this Agreement; (b) any material breach of any obligations of Employee under this Agreement; (c) habitual insobriety or use of illegal drugs by Employee while performing his duties hereunder or which adversely affects Employee’s performance of his duties hereunder, (d) any gross negligence of intentional misconduct with respect to the performance of Employee’s duties under this Agreement, and/or (e) Employee’s theft or embezzlement, from the Company, willful dishonesty towards, fraud upon, or deliberate injury or attempted injury to, the Company, Employee shall not be entitled to any other compensation hereunder for any period subsequent to the effective date of termination.
1For Cause. AbbVie may terminate this Agreement in its entirety or on an Accepted Target-by-Accepted Target basis effective immediately upon written notice to Licensor in the event that AbbVie in good faith believes (a) a Discovery PDC Failure has occurred or (b) it is not advisable for AbbVie to continue to Develop or Commercialize the Discovery PDCs or Licensed Products as a result of a perceived serious safety issue regarding the use of any Licensed Product.