Reasons for Termination Sample Clauses

Reasons for Termination. Failure to Provide Consent [24 CFR 960.259(a) and (b)]

Reasons for Termination. Executive’s employment hereunder may or will be terminated during the Employment Period under the following circumstances:

Reasons for Termination. This Agreement may be terminated and the Reorganization abandoned at any time before the Closing Date, whether before or after the approval or adoption of this Agreement by the stockholders of the Company: (a) By mutual written consent of the Board of Directors of First Federal and the Board of Directors of the Company; (b) By written notice from First Federal to the Company if: (i) any condition set forth in Article VIII of this Agreement shall have become impossible to substantially satisfy at any time or has not been substantially satisfied or waived in writing; or (ii) any condition set forth in Article X of this Agreement shall have become impossible to substantially satisfy at any time or has not been substantially satisfied or waived in writing, provided, however, First Federal shall not have the right to terminate this Agreement pursuant to this Section 11.1(b)(ii) if any condition imposed by Section 10.1 hereof was not met due to the failure of First Federal to perform or observe the covenants and agreements set forth in this Agreement; or (iii) any warranty or representation as set forth in Article III hereof made by the Company or Mid-Iowa shall be discovered to be or to have become untrue or incorrect in any material respect, or where any statement in a representation or warranty expressly includes a standard of materiality, such statement shall be discovered to be or to have become untrue or incorrect in any respect taking into consideration the standard of materiality contained therein, in either case where any such breach has not been cured within thirty (30) days following receipt by the Company or Mid-Iowa of notice of such discovery; or (iv) The Company or Mid-Iowa shall have breached one or more provisions of this Agreement in any material respect considering all such breaches in the aggregate, where such breach has not been cured within thirty (30) days following receipt by the Company or Mid-Iowa of notice of such breach; or (v) The Board of Directors of Bancorp and First Federal shall have determined in their sole discretion, exercised in good faith, that the Conversion has become inadvisable or impractical by reason of (A) the issuance of any order, decree or letter of a regulatory authority containing conditions or requirements reasonably deemed objectionable to Bancorp of First Federal or (B) unfavorable market conditions. In the event of termination of this Agreement pursuant to this Section 11.1(b)(v), then the Company shall be r...

Reasons for Termination. In the event that the Executive’s employment with the Bank and/or the Company shall terminate during the Employment Period on account of any of the events set forth in Sections 7(a)(i) or 7(a)(ii) below (an “Event of Termination”), the Bank shall provide the benefits and pay to the Executive the amounts provided for under Section 7(b) or Section 7(c), as applicable: (i) The Executive’s voluntary resignation from employment with the Bank and the Company during the term of this Agreement within 30 days after the occurrence of any of the following events without Executive’s consent, such that the Executive’s resignation shall be treated as a resignation for “Good Reason,” provided that for purposes of this Section 7(a)(i), the Executive must provide not greater than ninety (90) days’ written notice to the Bank and the Company of the initial existence of such condition and the Bank and the Company shall have thirty (30) days to cure the condition giving rise to the Event of Termination (but the Bank and the Company may elect to waive such thirty (30) day period): (A) the failure to re-appoint the Executive to the officer position set forth under Section 2(a) and/or, the failure of Executive to be appointed to the Board of Directors of the Bank, and with respect to the Executive’s service as a director of the Company, the failure to re-nominate the Executive for election to the Board; (B) a material change in Executive’s functions, duties, or responsibilities, which change would cause Executive’s position to become one of lesser responsibility, importance, or scope; (C) a liquidation or dissolution of the Bank or the Company other than a liquidation or dissolution that is caused by a reorganization that does not affect the status of the Executive; (D) a material breach of this Agreement by the Bank and/or the Company; or (E) the relocation of Executive’s principal place of employment to an office other than one located in Nassau or Suffolk County, New York. (ii) the involuntary termination of the Executive’s employment by the Bank and/or the Company for any reason other than: for “Cause” as defined in Section 8(a); for “Disability” as set forth in Section 7(d) below; in connection with a Change in Control, as set forth in Section 7(c) below; or as a result of the death of the Executive; provided that such involuntary termination of employment constitutes a “Separation from Service” within the meaning of Section 409A and the Treasury regulations thereunder.

Reasons for Termination. The Employment Term of the Executive shall be terminated upon the occurrence of any of the following events: (a) Immediately upon the death of the Executive. (b) At the Company’s option, upon the Executive’s (i) violation of a material company policy or failure to perform any of the material duties or obligations under this Agreement; or (ii) upon any dishonesty or any kind of willful misconduct of the Executive, including but not limited to, theft of or other unauthorized personal use of company funds (termination under (i) or (ii) shall mean “for Cause”). The Executive may be terminated under paragraph 8.01(b)(i) only following thirty (30) days’ written notice to the Executive explaining the basis of the termination and his failure to cure such breach within thirty (30) days of the date of the Company’s notice. The Executive may be terminated under paragraph 8.01(b)(ii) only following ten (10) days’ written notice to the executive of the basis for the termination and an opportunity to dispute the same. (c) At the Company’s option, if the Executive shall suffer a permanent disability. For purposes of this Agreement, “permanent disability” shall be defined to mean if Executive becomes eligible to receive benefits under company’s long term disability plan. If there is no such long term disability plan, Executive will be deemed to be disabled if the Executive is disabled for purposes of the federal Social Security Act. (d) At the Company’s option, without Cause, upon thirty (30) days’ prior written notice. (e) At the Executive’s option, without cause, at any time. (f) At the Executive’s option, upon the Company’s breach of any of its material obligations under this Agreement or for Good Reason; provided that Executive has given the Company at least ten (10) days’ prior written notice of the nature of such breach and the Company has failed to cure such breach within a thirty (30) day period. For purposes herein, “Good Reason” means without the Executive’s express written consent, the assignment to the Executive of any duties or responsibilities inconsistent with the Executive’s position, or a material change in the Executive’s reporting responsibilities, titles, or offices as described under Article II, or any removal of the Executive from, or any failure to re-elect the Executive to, and such positions, except in connection with the termination of the Executive for Cause, or his disability, retirement, or death.

Reasons for Termination. A. Drug-Related Crime on or Off the Premises; Illegal Drug Use [24 CFR 966.4(l) (5) (i) (B)] 1. For drug-related criminal activity engaged in on or off the premises by any tenant, member of the tenant’s household, and/or for any such activity engaged in on the premises by any other person or guest under the tenant’s control. 2. If the DMMHA determines that a household member is illegally using a drug or that a pattern of illegal use of a drug interferes with the health, safety, or right to peaceful enjoyment of the premises by other residents. 3. If the DMMHA determines that a household member has furnished false or misleading information concerning illegal drug use or rehabilitation of illegal drug users. The DMMHA may terminate the lease by judicial action for criminal activity if the DMMHA determines that the tenant/family has engaged in the criminal activity, regardless of whether the tenant/family has been arrested or convicted for such activity, and without satisfying the standard of proof used for a criminal conviction. B. Threat to Other Residents [24 CFR 966.4(l) (5) (ii) (A)] C. Alcohol Abuse [24 CFR 966.4(l) (5) (VI) (A)] 1. If the DMMHA determines that a household member has engaged in abuse or a pattern of abuse of alcohol that threatens the health, safety, or right to peaceful enjoyment of the premises by other residents. 2. If the DMMHA determines that a household member has furnished false or misleading information concerning alcohol abuse or rehabilitation of alcohol abusers.

Reasons for Termination. ICE shall have the right to terminate Executive’s employment at any time, and Executive shall have the right to resign at any time, in each case for any reason or no reason, subject to the terms of this Employment Agreement. The date of termination of Executive’s employment will be the date specified in any notice of termination delivered from the Company to Executive (or, in the case of Executive’s resignation, from Executive to the Company), except as otherwise set forth below.

Reasons for Termination. The employment of Executive with the Company shall terminate automatically upon Executive’s death and may be terminated: (i) by the Company, with six months notice, upon Executive’s disability which renders him unable to perform his usual and customary duties for a period of 180 consecutive days; (ii) by the Company with “cause” upon at least 30 days written notice or by the Company without “cause” upon six months written notice (“cause” is hereinafter defined); (iii) by Executive upon six months written notice; (iv) by Executive upon one month written notice if he suffers a demotion or a lower status with the Company other than for cause; or (v) by Executive upon one month written notice, in the event of a “change in control” (as hereinafter defined), whether or not Executive suffers a demotion or a lower status with the Company. For purposes of this Agreement, “cause” shall mean (i) a failure by Executive to substantially perform Executive’s reasonable and legal duties and as defined by goals established by the Board and agreed to by Executive, other than a failure resulting from Executive’s complete or partial incapacity due to physical or mental illness or impairment, (ii) a willful act by Executive that constitutes gross misconduct and that is injurious to the Company, (iii) a willful breach by Executive of a material provision of this Agreement, or (iv) a material and willful violation of a federal or state law or regulation applicable to the business of the Company. No act, or failure to act, by Executive shall be considered “willful” unless committed without good faith and without a reasonable belief that the act or omission was in the Company’s best interest. For purposes of this Agreement, a “change of control” shall be deemed to have occurred if (1) any “person” (as such term is used in Paragraphs 13(d) and 14(d) of the U.S. Securities and Exchange Act (the “Exchange Act”)), other than (x) Citizens Communications Company and/or any one or more direct or indirect wholly-owned subsidiary of Citizens Communications Company (together, “Citizens”), or (y) Tele Danmark A/S and/or any one or more direct or indirect wholly-owned subsidiary of Tele Danmark A/S (together, Tele Danmark”), is or becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing thirty-five percent (35%) or more of the combined voting power (with respect to the election of directors) of the Comp...

Reasons for Termination. ‌ The University will provide the employee with reasons for the termination of employment in writing at the time of termination.