Common use of Employment Termination Clause in Contracts

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder.

Employment Termination. (a) (1) At any time during the Term, and except as otherwise provided in Sections Section 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Employee’s employment with the Company hereunder, upon written notice to XxxxxxEmployee, in the event Xxxxxx Employee engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean mean: (i) Xxxxxx’x Employee’s willful misconduct in the performance of Employee’s obligations under this Employment Agreement or gross negligence in the performance of his Employee’s obligations under this Employment Agreement, ; (ii) dishonesty or misappropriation by Xxxxxx Employee relating to the Company or any of its funds, properties, or other assets, ; (iii) inexcusable repeated or prolonged absence from work by Xxxxxx Employee (other than as a result of, or in connection with, a disability), ; (iv) any unauthorized disclosure by Xxxxxx Employee of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, ; (v) a conviction of Xxxxxx Employee (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, ; or (vi) the failure by Xxxxxx Employee to attempt to perform faithfully his Employee’s duties hereunder hereunder, or other material breach by Xxxxxx Employee of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Employee within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement Employee; provided, however, that no event or condition described in clauses (i), (ii), (iii), (iv) and Xxxxxx’x employment with (vi) shall constitute Cause unless (x) the Company hereunder is terminated first gives Employee written notice of its intention to terminate Employee’s employment for Cause, or if Xxxxxx voluntarily resigns from Cause and the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal grounds for such termination no fewer than twenty (20) days prior to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination; and (y) Employee is provided the opportunity to appear before the Board, with or without legal representation at Employee’s election to present arguments on Employee’s own behalf; provided further, however, that notwithstanding anything to the contrary in this Agreement and following any such terminationsubject to the other terms of this proviso, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereundermay take any and all actions, including without limitation suspension (but not without pay), it deems appropriate with respect to Employee and Employee’s duties at the Company pending such appearance. No act or failure to act on Employee’s part will be considered “willful” unless done, or omitted to be done, by Employee not in good faith and without reasonable belief that Employee’s action or omission was in the best interests of the Company.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections Sec-tions 4(b) and 4(c) hereof, hereof the Company shall only have the right to terminate this Employment Em-ployment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” " For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxxx'x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable unexcused, repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disabilitydisability or other permitted cause), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, laws or (vi) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxxx or, if cure is not practicable within such period, if Xxxxxx does not commence such cure and complete the same in a reasonable time. If this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and Salary, unused vacation days and any amounts equal to the short term bonus compensation awards under the Plan that were calculated and communicated as final to Xxxxxx through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct in the performance of his obligations under this Employment Agreement or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to attempt to perform faithfully his duties hereunder hereunder, or other material breach by Xxxxxx of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx; provided, however, that no event or condition described in clauses (i), (ii), (iii), (iv) and (vi) shall constitute Cause unless (x) the Company first gives Xxxxxx written notice of its intention to terminate his employment for Cause and the grounds for such termination no fewer than ten (10) days prior to the date of termination; and (y) Xxxxxx is provided the opportunity to appear before the Board, with or without legal representation at his election to present arguments on his own behalf; provided further, however, that notwithstanding anything to the contrary in this Agreement and subject to the other terms of this proviso, the Company may take any and all actions, including without limitation suspension (but not without pay), it deems appropriate with respect to Xxxxxx and his duties at the Company pending such appearance. No act or failure to act on Xxxxxx’x part will be considered “willful” unless done, or omitted to be done, by Xxxxxx not in good faith and without reasonable belief that his action or omission was in the best interests of the Company. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason during the TermTerm or gives notice of non-renewal of this Employment Agreement as provided by Section 1(a), except as otherwise required by Section 27 hereof the Company shall pay Xxxxxx an (i) a lump sum amount within thirty (30) days of such termination, equal to the sum of (A) all earned but unpaid portions of the Annual Salary Salary, (B) any earned but unpaid Annual Bonus for a previously completed fiscal year of the Company, (C) reimbursement for any unreimbursed business expenses incurred by Xxxxxx prior to the date of termination or resignation (the “Termination Date”) subject to reimbursement pursuant to Section 3, and (D) payment for any unused vacation days through the date Termination Date ((A) - (D) collectively the “Accrued Amounts”), and (ii) any other amounts or benefits (other than severance, termination or similar pay) required to be paid or provided by law or under any plan, program or policy of terminationthe Company (the “Accrued Benefits”) in accordance with the terms thereof, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder, including, without limitation, any portion of the Annual Bonus for the year in which he is terminated.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Xxxxx’x employment with the Company hereunder, upon written notice to XxxxxxXxxxx, in the event Xxxxxx Xxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx Xxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx Xxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx Xxxxx of confidential or proprietary information of the Company, which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx Xxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx Xxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx Xxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Xxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxx. If this Employment Agreement and Xxxxxx’x Xxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx Xxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx Xxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx Xxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunderhereunder including, without limitation, any portion of the Annual Bonus for the year in which he is terminated.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b5(b) and 4(c5(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxxx'x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than that as a result of, or in connection with, a disability), (iv) any intentional or reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (vi) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx'x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vii) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (viviii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxxx (each individually, and all collectively, "Cause"). If this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunderpayment, except as provided for hereunder with respect to any period after such termination.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and Section 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Cxxxxx’x employment with the Company hereunder, upon written and to give Cxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Cxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx Cxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated any intentional or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any reckless unauthorized disclosure by Xxxxxx Cxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (viv) a conviction of Xxxxxx Cxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (v) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Cxxxxx from violating the federal securities laws, or suspending or otherwise limiting Cxxxxx’x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vi) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Cxxxxx has violated any federal or state securities law, or (vivii) the failure by Xxxxxx Cxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx Cxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Cxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxCxxxxx (each individually, and all collectively, “Cause”). Notwithstanding anything to the contrary contained herein, the Company acknowledges and agrees that sharp and caustic commentary and behavior is a part of Cxxxxx’x persona and appeal. Accordingly, the Company agrees that such remarks and actions made and performed by Cxxxxx, whether in connection with the performance of his duties hereunder or otherwise, shall not constitute Cause for termination hereunder (for the avoidance of doubt it is understood that commentary which at the time of its making is known by Cxxxxx to be libelous is not intended to be excused as sharp and caustic commentary under this Section 4(a)). If this Employment Agreement and Xxxxxx’x Cxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx Cxxxxx voluntarily resigns from the Company without Good Reason, Reason (as defined in Section 4(b) below) during the Term, the Company shall pay Xxxxxx an amount equal to Cxxxxx promptly (no later than five (5) business days) following such termination of employment all earned but unpaid portions of the Annual Salary and unused vacation days Royalty through the date of termination, and following . Following any such termination, Xxxxxx Cxxxxx shall not be entitled to receive any other compensation or benefits from payment, except as provided for hereunder with respect to any period after such termination. If Cxxxxx’x employment is terminated pursuant to this Section 4(a), then the Company hereunderRSU Award will be treated in accordance with the RSU Award Letter.

Employment Termination. (aa)(1) At any time during the Term, and except as otherwise provided in Sections Section 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Employee’s employment with the Company hereunder, upon written notice to XxxxxxEmployee, in the event Xxxxxx Employee engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean mean: (i) Xxxxxx’x Employee’s willful misconduct in the performance of Employee’s obligations under this Employment Agreement or gross negligence in the performance of his Employee’s obligations under this Employment Agreement, ; (ii) dishonesty or misappropriation by Xxxxxx Employee relating to the Company or any of its funds, properties, or other assets, ; (iii) inexcusable repeated or prolonged absence from work by Xxxxxx Employee (other than as a result of, or in connection with, a disability), ; (iv) any unauthorized disclosure by Xxxxxx Employee of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, ; (v) a conviction of Xxxxxx Employee (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, ; or (vi) the failure by Xxxxxx Employee to attempt to perform faithfully his Employee’s duties hereunder hereunder, or other material breach by Xxxxxx Employee of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Employee within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement Employee; provided, however, that no event or condition described in clauses (i), (ii), (iii), (iv) and Xxxxxx’x employment with (vi) shall constitute Cause unless (x) the Company hereunder is terminated first gives Employee written notice of its intention to terminate Employee’s employment for Cause, or if Xxxxxx voluntarily resigns from Cause and the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal grounds for such termination no fewer than twenty (20) days prior to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination; and (y) Employee is provided the opportunity to appear before the Board, with or without legal representation at Employee’s election to present arguments on Employee’s own behalf; provided further, however, that notwithstanding anything to the contrary in this Agreement and following any such terminationsubject to the other terms of this proviso, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereundermay take any and all actions, including without limitation suspension (but not without pay), it deems appropriate with respect to Employee and Employee’s duties at the Company pending such appearance. No act or failure to act on Employee’s part will be considered “willful” unless done, or omitted to be done, by Employee not in good faith and without reasonable belief that Employee’s action or omission was in the best interests of the Company.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to perform faithfully his duties hereunder hereunder, or other breach by Xxxxxx of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of terminationtermination (the “Termination Date”), and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder, including, without limitation, any portion of the Annual Bonus for the year in which he is terminated.

Employment Termination. (a) At Nothing in this Agreement alters your employment at will status. Either you or the Company may terminate your employment at any time during the TermTransition Period, and except with or without Cause (as otherwise provided in Sections 4(b) and 4(c) hereofdefined below), upon notice to the other. If the Company shall only have the right terminates your employment without Cause, then you will remain eligible to terminate this Employment Agreement and Xxxxxx’x employment with be retained by the Company hereunderas a consultant (as defined and described in Paragraph 7 below), upon written notice provided that you satisfy all conditions set forth in Paragraph 7 below for such engagement. If prior to Xxxxxxthe Retirement Date you resign your employment or the Company terminates your employment for Cause, in the event Xxxxxx engages in conduct which constitutes “Cause.” then you will not be entitled to be retained as a consultant as set forth below. For purposes of this Employment Agreement, Cause shall “Cause” for termination will mean any one or more of August 9, 2017 Txxxxxx J, Sxxxxx, Ph.D. the following: (i) Xxxxxx’x your willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, misconduct; (ii) dishonesty or misappropriation by Xxxxxx relating to your unjustifiable neglect of your duties (as determined in the good faith judgment of the Board); (iii) your acting in any manner that has a direct, substantial and adverse effect on the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), reputation; (iv) any unauthorized disclosure your repeated material failure or repeated refusal to comply with reasonable written policies, standards and regulations established by Xxxxxx of confidential or proprietary information the Company from time to time which failure, if curable, is not cured to the reasonable satisfaction of the Board during the thirty (30) day period following written notice of such failure from the Company; (v) any tortious act, unlawful act or malfeasance which is causes or reasonably likely to result in could cause (for example, if it became publicly known) material harm to the Company’s standing, condition or reputation; (vvi) a conviction any material breach by you of Xxxxxx the provisions of any confidential information agreement with the Company or other material improper disclosure of the Company’s confidential or proprietary information; (including entry of a guilty or nolo contendere pleavii) involving fraudyour theft, dishonesty, moral turpitudeor falsification of any Company records; (viii) your being found liable in any Securities and Exchange Commission or other civil or criminal securities law action or entering any cease and desist order with respect to such action (regardless of whether or not you admit or deny liability); or (ix) you (A) obstructing or impeding; (B) endeavoring to influence, obstruct or involving a violation of federal or state securities lawsimpede, or (viC) failing to materially cooperate with, any investigation authorized by the Board or any governmental or self-regulatory entity (an “Investigation”). However, your failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is waive attorney-client privilege relating to communications with your own attorney in connection with an Investigation will not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for constitute “Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder.”

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than that as a result of, or in connection with, a sickness or disability), (iv) any intentional or reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (vi) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx’x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vii) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (viviii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx (each individually, and all collectively, “Cause”). Notwithstanding anything to the contrary contained herein, the Company acknowledges and agrees that sharp and caustic commentary and behavior is a part of Xxxxxx’x persona and appeal. Accordingly, the Company agrees that such remarks and actions made and performed by Xxxxxx, whether in connection with the performance of his duties hereunder or otherwise, shall not constitute Cause for termination hereunder (for the avoidance of doubt it is understood that commentary which at the time of its making is known by Xxxxxx to be libelous is not intended to be excused as sharp and caustic commentary under this Section 4(a)). If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason (as defined in Section 4(b) below) during the Term, the Company shall pay Xxxxxx an amount equal to promptly (no later than five (5) business days) following such termination of employment (i) all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination and (ii) the vested portion of the RSU Award as of the date of termination, and following . Following any such termination, Xxxxxx shall not be entitled to receive the Annual Bonus or any other compensation or benefits from payment (including the Company hereunderRSU Award, to the extent unvested), except as provided for hereunder with respect to any period after such termination.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Xxxxxxxx'x employment with the Company hereunder, upon written notice to XxxxxxXxxxxxxx, in the event Xxxxxx Xxxxxxxx engages in conduct which constitutes “"Cause.” " For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxxxxx'x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx Xxxxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx Xxxxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx Xxxxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx Xxxxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx Xxxxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx Xxxxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Xxxxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxxxxx. If this Employment Agreement and Xxxxxx’x Xxxxxxxx'x employment with the Company hereunder is terminated for Cause, or if Xxxxxx Xxxxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx Xxxxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx Xxxxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct in the performance of his obligations under this Employment Agreement or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to attempt to perform faithfully his duties hereunder hereunder, or other material breach by Xxxxxx of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx; provided, however, that no event or condition described in clauses (i), (ii), (iii), (iv) and (vi) shall constitute Cause unless (x) the Company first gives Xxxxxx written notice of its intention to terminate his employment for Cause and the grounds for such termination no fewer than ten (10) days prior to the date of termination; and (y) Xxxxxx is provided the opportunity to appear before the Board, with or without legal representation at his election to present arguments on his own behalf; provided further, however, that notwithstanding anything to the contrary in this Agreement and subject to the other terms of this proviso, the Company may take any and all actions, including without limitation suspension (but not without pay), it deems appropriate with respect to Xxxxxx and his duties at the Company pending such appearance. No act or failure to act on Xxxxxx’x part will be considered “willful” unless done, or omitted to be done, by Xxxxxx not in good faith and without reasonable belief that his action or omission was in the best interests of the Company. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns (which he may do at any time) from the Company without Good Reason, Reason during the Term, the Company shall pay Xxxxxx an a lump sum amount within thirty (30) days of such termination, equal to the sum of (A) all earned but unpaid portions of the Annual Salary Salary, (B) any earned but unpaid Annual Bonus for a previously completed fiscal year of the Company, (C) reimbursement for any unreimbursed business expenses incurred by Xxxxxx prior to the date of termination or resignation (the “Termination Date”) subject to reimbursement pursuant to Section 3, and (D) payment for any unused vacation days through the date Termination Date, and (E) any other amounts or benefits (other than severance, termination or similar pay) required to be paid or provided by law or under any plan, program or policy of terminationthe Company ((A)-(E) collectively, the “Accrued Amounts”), and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder, including, without limitation, any portion of the Annual Bonus for the year in which he is terminated.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and Section 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated any intentional or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (viv) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (v) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx’x right to act as an investment adviser, underwriter, broker or dealer in securities, (vi) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (vivii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx (each individually, and all collectively, “Cause”). Notwithstanding anything to the contrary contained herein, the Company acknowledges and agrees that sharp and caustic commentary and behavior is a part of Xxxxxx’x persona and appeal. Accordingly, the Company agrees that such remarks and actions made and performed by Xxxxxx, whether in connection with the performance of his duties hereunder or otherwise, shall not constitute Cause for termination hereunder (for the avoidance of doubt it is understood that commentary which at the time of its making is known by Xxxxxx to be libelous is not intended to be excused as sharp and caustic commentary under this Section 4(a)). If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason (as defined in Section 4(b) below) during the Term, the Company shall pay Xxxxxx an amount equal to promptly (no later than forty-five (45) days) following such termination of employment all earned but unpaid portions of the Annual Salary and unused vacation days Royalty through the date of termination, and following . Following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from payment, except as provided for hereunder with respect to any period after such termination. If Xxxxxx’x employment is terminated pursuant to this Section 4(a), then the Company hereunder0000 XXX Award will be treated in accordance with the applicable 0000 XXX Award Letter.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and Section 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated any intentional or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (viv) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (v) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx’x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vi) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (vivii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx (each individually, and all collectively, “Cause”). Notwithstanding anything to the contrary contained herein, the Company acknowledges and agrees that sharp and caustic commentary and behavior is a part of Xxxxxx’x persona and appeal. Accordingly, the Company agrees that such remarks and actions made and performed by Xxxxxx, whether in connection with the performance of his duties hereunder or otherwise, shall not constitute Cause for termination hereunder (for the avoidance of doubt it is understood that commentary which at the time of its making is known by Xxxxxx to be libelous is not intended to be excused as sharp and caustic commentary under this Section 4(a)). If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason (as defined in Section 4(b) below) during the Term, the Company shall pay Xxxxxx an amount equal to promptly (no later than five (5) business days) following such termination of employment all earned but unpaid portions of the Annual Salary and unused vacation days Royalty through the date of termination, and following . Following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from payment, except as provided for hereunder with respect to any period after such termination. If Xxxxxx’x employment is terminated pursuant to this Section 4(a), then the Company hereunderRSU Award will be treated in accordance with the RSU Award Letter.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his her obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to perform faithfully his her duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder.

Employment Termination. (aa)(1) At any time during the Term, and except as otherwise provided in Sections Section 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Employee’s employment with the Company hereunder, upon written notice to XxxxxxEmployee, in the event Xxxxxx Employee engages in conduct which constitutes “Cause.” For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Employee’s willful misconduct in the performance of Employee’s obligations under this Employment Agreement or gross negligence in the performance of his Employee’s obligations under this Employment Agreement, ; (ii) dishonesty or misappropriation by Xxxxxx Employee relating to the Company or any of its funds, properties, or other assets, ; (iii) inexcusable repeated or prolonged absence from work by Xxxxxx Employee (other than as a result of, or in connection with, a disability), ; (iv) any unauthorized disclosure by Xxxxxx Employee of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, ; (v) a conviction of Xxxxxx Employee (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, or moral turpitude, or involving a violation of federal or state securities laws, ; or (vi) the failure by Xxxxxx Employee to attempt to perform faithfully his Employee’s duties hereunder hereunder, or other material breach by Xxxxxx Employee of this Employment Agreement Agreement, and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx Employee within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement Employee; provided, however, that no event or condition described in clauses (i), (ii), (iii), (iv) and Xxxxxx’x employment with (vi) shall constitute Cause unless (x) the Company hereunder is terminated first gives Employee written notice of its intention to terminate Employee’s employment for Cause, or if Xxxxxx voluntarily resigns from Cause and the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal grounds for such termination no fewer than twenty (20) days prior to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination; and (y) Employee is provided the opportunity to appear before the Board, with or without legal representation at Employee’s election to present arguments on Employee’s own behalf; provided further, however, that notwithstanding anything to the contrary in this Agreement and following any such terminationsubject to the other terms of this proviso, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereundermay take any and all actions, including without limitation suspension (but not without pay), it deems appropriate with respect to Employee and Employee’s duties at the Company pending such appearance. No act or failure to act on Employee’s part will be considered “willful” unless done, or omitted to be done, by Employee not in good faith and without reasonable belief that Employee’s action or omission was in the best interests of the Company.

Employment Termination. (a) At any time during the Term, and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder, upon written notice to Xxxxxx, in the event Xxxxxx engages in conduct which constitutes “"Cause.” " For purposes of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxxx'x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx. If this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from the Company hereunder, including, without limitation, any portion of the Annual Bonus for the year in which he is terminated.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and 4(c5(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than that as a result of, or in connection with, a disability), (iv) any intentional or reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (vi) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx’x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vii) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (viviii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxxx (each individually, and all collectively, “Cause”). If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive the Annual Bonus or any other compensation or benefits from the Company hereunderpayment, except as provided for hereunder with respect to any period after such termination.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and Section 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated any intentional or prolonged absence from work by Xxxxxx (other than as a result of, or in connection with, a disability), (iv) any reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (viv) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (v) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx’x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vi) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (vivii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to Xxxxxx (each individually, and all collectively, “Cause”). Notwithstanding anything to the contrary contained herein, the Company acknowledges and agrees that sharp and caustic commentary and behavior is a part of Xxxxxx’x persona and appeal. Accordingly, the Company agrees that such remarks and actions made and performed by Xxxxxx, whether in connection with the performance of his duties hereunder or otherwise, shall not constitute Cause for termination hereunder (for the avoidance of doubt it is understood that commentary which at the time of its making is known by Xxxxxx to be libelous is not intended to be excused as sharp and caustic commentary under this Section 4(a)). If this Employment Agreement and Xxxxxx’x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, Reason (as defined in Section 4(b) below) during the Term, the Company shall pay Xxxxxx an amount equal to promptly (no later than five (5) business days) following such termination of employment all earned but unpaid portions of the Annual Salary and unused vacation days Royalty through the date of termination, and following . Following any such termination, Xxxxxx shall not be entitled to receive any other compensation or benefits from payment, except as provided for hereunder with respect to any period after such termination. If Xxxxxx’x employment is terminated pursuant to this Section 4(a), then the Company hereunderRSU Awards will be treated in accordance with the applicable RSU Award Letter.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and 4(c5(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder, upon written and to give Xxxxxx notice to Xxxxxxof such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x Xxxxxx'x willful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating to the Company or any of its funds, properties, or other assets, (iii) inexcusable repeated or prolonged absence from work by Xxxxxx (other than that as a result of, or in connection with, a disability), (iv) any intentional or reckless unauthorized disclosure by Xxxxxx of confidential or proprietary information of the Company, Company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, (vi) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Xxxxxx from violating the federal securities laws, or suspending or otherwise limiting Xxxxxx'x right to act as an Investment adviser, underwriter, broker or dealer in securities, (vii) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Xxxxxx has violated any federal or state securities law, or (viviii) the failure by Xxxxxx to perform faithfully his duties hereunder or other breach by Xxxxxx of this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within thirty (30) days after receipt of written notice thereof from the Company to XxxxxxXxxxxx (each individually, and all collectively, "Cause"). If this Employment Agreement and Xxxxxx’x Xxxxxx'x employment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall not be entitled to receive the Annual Bonus or any other compensation or benefits from the Company hereunderpayment, except as provided for hereunder with respect to any period after such termination.

Employment Termination. (a) At any time during the Term, Term and except as otherwise provided in Sections 4(b) and 4(c) hereof, the Company shall only have the right to terminate this Employment Agreement and Xxxxxx’x employment Crxxxx'x xmployment with the Company hereunder, upon written notice and to Xxxxxxgive Crxxxx xotice of such termination as of a date not earlier than seven (7) days from such notice, in the event Xxxxxx engages in conduct which constitutes “Cause.” For purposes because of this Employment Agreement, Cause shall mean (i) Xxxxxx’x willful Crxxxx'x xillful misconduct or gross negligence in the performance of his obligations under this Employment Agreement, (ii) dishonesty or misappropriation by Xxxxxx relating Crxxxx xelating to the Company or any of its funds, properties, or other assets, (iii) inexcusable in excusable repeated or prolonged absence from work by Xxxxxx Crxxxx (other than that as a result of, or in connection with, a disability), (iv) any intentional or reckless unauthorized disclosure by Xxxxxx of Crxxxx xf confidential or proprietary information of the Company, company which is reasonably likely to result in material harm to the Company, (v) a conviction of Xxxxxx Crxxxx (including entry of a guilty or nolo contendere plea) of a felony involving fraud, dishonesty, moral turpitude, or involving a violation of federal or state securities laws, or (vi) the entry of an order, judgment or decree, of any court of competent jurisdiction or any federal or state authority, enjoining Crxxxx xrom violating the federal securities laws, or suspending or otherwise limiting Crxxxx'x xight to act as an investment adviser, underwriter, broker or dealer in securities, (vii) a finding by a court of competent jurisdiction in a civil action or a finding by the Securities and Exchange Commission that Crxxxx xas violated any federal or state securities law, or (vii) the failure by Xxxxxx to Crxxxx xo perform faithfully his duties hereunder or other breach by Xxxxxx of Crxxxx xf this Employment Agreement and such failure or breach is not cured, to the extent cure is possible, by Xxxxxx within Crxxxx xithin thirty (30) days after receipt of written notice thereof from the Company company to XxxxxxCrxxxx (each individually, and all collectively, "Cause"). If this Employment Agreement and Xxxxxx’x employment Crxxxx'x xmployment with the Company hereunder is terminated for Cause, or if Xxxxxx voluntarily Crxxxx xoluntarily resigns from the Company without Good Reason, during the Term, the Company shall pay Xxxxxx an amount equal to all Crxxxx xll earned but unpaid portions of the Annual Salary and unused vacation days through the date of termination, and following any such termination, Xxxxxx shall Crxxxx xhall not be entitled to receive any other compensation or benefits from the Company hereunderpayment, except as provided for hereunder with respect to any period after such termination.