Common use of Termination By Company With Cause Clause in Contracts

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; (6) the Employee's inability to perform an essential function of Employee's position; or (7) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to materially perform Employee's duties under this Agreement; (2) intentional dishonesty, misconduct, or unlawful acts that materially and adversely affect the Company; (3) a material and intentional violation of the Company's policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or intentional misrepresentation; (5) the commission by the Employee of any intentional act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; (6) the Employee's inability to materially perform an essential function of Employee's position; or (7) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (3), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), ) and (4) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary and all benefits that have accrued hereunder up to and including the effective date of termination.

Termination By Company With Cause. The Company may terminate the Employee's ’s employment at any time with Cause. As used in this Agreement, "“Cause" ” shall include the following: (1) the Employee's ’s failure or inability to perform Employee's ’s duties under this Agreement; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee’s employment, (4) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's ’s inability to perform an essential function of Employee's ’s position; or (7) 8) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual receive any unpaid base salary hereunder salary, bonuses or benefits owing to Employee up to and including the effective date of termination, provided, however, that the Employee’s obligations under Sections 6 and 7 shall survive such a termination for Cause and any liabilities or obligations which have accrued and are owed by the Employee to the Company shall not be extinguished or released thereby.

Termination By Company With Cause. The Company may terminate the Employee's ’s employment at any time with Cause. As used in this Agreement, "“Cause" ” shall include the following: (1) the Employee's ’s failure or inability to perform Employee's ’s duties under this Agreement; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee’s employment, (4) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's ’s inability to perform an essential function of Employee's ’s position; or (7) 8) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination, provided, however, that the Employee’s obligations under Sections 6 and 7 shall survive such a Termination for Cause and any liabilities or obligations which have accrued and are owed by the Employee to the Company shall not be extinguished or released thereby.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee's employment, (4) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's inability to perform an essential function of Employee's position; or (7) 8) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination, provided, however, that the Employee's obligations under Sections 6 and 7 shall survive such a Termination for Cause and any liabilities or obligations which have accrued and are owed by the Employee to the Company shall not be extinguished or released thereby.

Termination By Company With Cause. The Company may terminate the Employee's ’s employment at any time with Cause. As used in this Agreement, "“Cause" ” shall include the following: (1) the Employee's ’s failure or inability to perform Employee's ’s duties under this Agreement, excepting death or disability as per 6(a) and 6(b) above; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee’s employment, (4) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's ’s inability to perform an essential function of Employee's ’s position; or (7) 8) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination, provided, however, that the Employee’s obligations under Sections 7 and 8 shall survive such a Termination for Cause and any liabilities or obligations which have accrued and are owed by the Employee to the Company shall not be extinguished or released thereby.

Termination By Company With Cause. The Company Company, by majority vote of the Board of Directors, may terminate the Employee's Executive’s employment at any time with Cause. For purposes of any vote for termination by the Board of Directors pursuant to this Section 9(d), the Executive’s vote shall not be counted. As used in this Agreement, "“Cause" ” shall include mean the following: (1) insufficient productivity, or the Employee's Executive’s failure or inability to perform Employee's Executive’s duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee Executive of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; , (6) any factors which, in the Employee's inability to perform opinion of the Board of Directors of the Company, may have an essential function adverse effect on the business of Employee's positionthe Company or Related Entities; or (7) any material breach by Employee Executive of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "“Cause Notification Period"”) to EmployeeExecutive, but such termination shall only become effective in the event of Employee's Executive’s failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), (4), (5) and (46) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee Executive provided for by this Agreement as of the effective date of termination, and all payments to the Employee Executive hereunder shall immediately cease and terminate as of such date, except that Employee Executive shall be entitled to the annual base salary hereunder up to and including the effective date of termination.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; (6) the Employee's inability to perform an essential function of Employee's position; or (7) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Causeeffective immediately, as defined in clauses (1)with Company's only obligation being the payment of salary and accrued, (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement unused vacation compensation earned as of the effective date of termination, and all payments by written notice to Executive if Executive: (i) commits a material violation of this Agreement; or (ii) engages in any of the following forms of misconduct: commission of any material act involving dishonesty or moral turpitude; theft of Company's property; or willful misconduct, including but not limited to willful disregard of any directive of the Chairman of the Board or the Board (either of (i) or (ii) being deemed to be “with cause” hereunder). The written notice from Company to Executive shall disclose, in reasonable detail, the basis on which Company believes that Executive's termination is with cause. If Executive provides written notice to Company of Executive's intent to dispute the existence of such cause within twenty four (24) hours of Executive's receipt of Company's notice of termination with cause, Company shall permit Executive to appear at a Board meeting (which meeting may be telephonic) to present Executive's response to the Employee hereunder written notice. With prior notice to the Company, Executive's personal attorney will be allowed to attend such Board meeting. No later than two (2) business days after such meeting, the Board shall immediately cease and terminate determine whether (a) to rescind its termination of Executive's employment, (b) to reclassify such termination as a termination without cause, or (c) to affirm the termination with cause. Company shall promptly notify Executive of any such datedetermination in writing. If Executive does not dispute the existence of cause for his termination, except that Employee such termination shall be entitled effective on the date set forth in the original notice of termination. If Executive disputes the existence of cause for his termination before the Board and such termination is not rescinded, such termination shall be effective on the first to occur of (i) the annual base salary hereunder up to and including date set forth in the effective original notice of termination or (ii) the date of the Board's determination to reclassify or affirm the termination.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; (6) the Employee's inability to perform an essential function of Employee's position; or (7) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination. Termination for cause or not for cause shall not, however, invalidate any stock option grants which are fully vested as of the date of termination.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause (a "Termination With Cause"). As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee's employment, (4) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected adversely affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's inability to perform an essential function of Employee's position; or (7) 8) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Termination With Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of terminationthe Termination With Cause, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of terminationthe Termination With Cause.

Termination By Company With Cause. The Company may terminate the Employee's ’s employment at any time with Cause. As used in this Agreement, "Cause" shall include mean the following: (1) the Employee's failure or inability to perform Employee's ’s duties under this AgreementAgreement to the reasonable satisfaction of the Board of Directors of the Company after being given written notice of the Employee’s deficiencies and having a period of at least ten (10) days to cure such deficiencies to the reasonable satisfaction of the Board of Directors; (2) dishonesty, dishonesty or other serious misconduct, or unlawful acts that adversely affect the Company; (3) the commission of an unlawful act material to Employee’s employment, (4) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (45) committing, pleading guilty guilty, nolo contendre or no contest (or their equivalent) to, entering into a pretrial intervention or diversion program regarding, or conviction of, a felony or any crime or act involving moral turpitude, fraud, dishonesty, or misrepresentation; (56) the commission by the Employee of any act which could reasonably be expected affect or impact to materially a material degree the interests of the Company or Related Entities or in some manner injure the reputation, business, or business relationships of the Company or Related Entities; (67) the Employee's inability to perform an essential function of Employee's ’s position; or (7) 8) any material breach by Employee of this AgreementAgreement which, if unintentional and capable of being cured, is not cured within ten (10) of written notice of such breach by the Company to Employee. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no without notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement as of the effective date of termination, and all payments to the Employee hereunder shall immediately cease and terminate as of such date, except that Employee shall be entitled to the annual base salary hereunder up to and including the effective date of termination, provided, however, that the Employee’s obligations under Sections 6 and 7 of this Agreement shall survive such a Termination for Cause, and any other liabilities or obligations which have accrued and are owed by the Employee to the Company shall not be extinguished or released by such termination.

Termination By Company With Cause. The Company Company, by majority cote of the Board of Directors, may terminate the Employee's Executive’s employment at any time with Cause. For purposes of any vote for termination by the Board of Directors pursuant to this Section 9(d), the Executive shall not be included in the vote. As used in this Agreement, "“Cause" ” shall include mean the following: (1) insufficient productivity, or the Employee's Executive’s failure or inability to perform Employee's Executive’s duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee Executive of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; , (6) any factors which, in the Employee's inability to perform opinion of the Board of Directors of the Company, may have an essential function adverse effect on the business of Employee's positionthe Company or Related Entities; or (7) any material breach by Employee Executive of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "“Cause Notification Period"”) to EmployeeExecutive, but such termination shall only become effective in the event of Employee's Executive’s failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), (4), (5) and (46) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee Executive provided for by this Agreement as of the effective date of termination, and all payments to the Employee Executive hereunder shall immediately cease and terminate as of such date, except that Employee Executive shall be entitled to the annual base salary hereunder up to and including the effective date of termination.

Termination By Company With Cause. The Company Company, by majority vote of the Board of Directors, may terminate the Employee's Executive’s employment at any time with Cause. For purposes of any vote for termination by the Board of Directors pursuant to this Section 9(c), the Executive shall not be included in the vote. As used in this Agreement, "“Cause" ” shall include mean the following: (1) insufficient productivity, or the Employee's Executive’s failure or inability to perform Employee's Executive’s duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's ’s policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee Executive of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; , (6) any factors which, in the Employee's inability to perform opinion of the Board of Directors of the Company, may have an essential function adverse effect on the business of Employee's positionthe Company or Related Entities; or (7) any material breach by Employee Executive of this Agreement. The Company may terminate this Agreement for Cause, as defined in clauses (1), (5), (6) and (7) above, upon thirty days prior written notice (the "“Cause Notification Period"”) to EmployeeExecutive, but such termination shall only become effective in the event of Employee's Executive’s failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), (4), (5) and (46) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee Executive provided for by this Agreement as of the effective date of termination, and all payments to the Employee Executive hereunder shall immediately cease and terminate as of such date, except that Employee Executive shall be entitled to the annual base salary hereunder up to and including the effective date of termination.

Termination By Company With Cause. The Company may terminate the Employee's employment at any time with Cause. As used in this Agreement, "Cause" shall include the following: (1) the Employee's failure or inability to perform Employee's duties under this Agreement; (2) dishonesty, misconduct, or unlawful acts that adversely affect the Company; (3) a material violation of the Company's policies or practices which reasonably justifies immediate termination; (4) pleading guilty or no contest to, or conviction of, a felony or any crime involving moral turpitude, fraud, dishonesty, or misrepresentation; (5) the commission by the Employee of any act which could reasonably be expected to materially injure the reputation, business, or business relationships of the Company or Related Entities; (6) the Employee's inability to perform an essential function of Employee's position; or (7) any material breach by Employee of this Agreement. The Company may terminate this Agreement for Causeeffective immediately, as defined in clauses (1)with Company’s only obligation being the payment of salary and accrued, (5), (6) and (7) above, upon thirty days prior written notice (the "Cause Notification Period") to Employee, but such termination shall only become effective in the event of Employee's failure to cure the applicable breach or violation, to the reasonable satisfaction of Company, prior to the end of the Cause Notification Period. The Company may terminate this Agreement for Cause, as defined in clauses (2), (3), and (4) above, at any time with no notice. In the event of a termination for Cause, the Company shall be relieved of all its obligations to the Employee provided for by this Agreement unused vacation compensation earned as of the effective date of termination, and all payments by written notice to Executive if Executive: (i) commits a material violation of this Agreement; or (ii) engages in any of the following forms of misconduct: commission of any act involving dishonesty or moral turpitude; theft of Company’s property; or willful misconduct, including but not limited to willful disregard of any directive of the Chairman of the Board or the Board (either of (i) or (ii) being deemed to be “with cause” hereunder). The written notice from Company to Executive shall disclose, in reasonable detail, the basis on which Company believes that Executive’s termination is with cause. If Executive provides written notice to Company of Executive’s intent to dispute the existence of such cause within twenty four (24) hours of Executive’s receipt of Company’s notice of termination with cause, Company shall permit Executive to appear at a Board meeting (which meeting may be telephonic) to present Executive’s response to the Employee hereunder written notice. With prior notice to the Company, Executive’s personal attorney will be allowed to attend such Board meeting. No later than two (2) business days after such meeting, the Board shall immediately cease and terminate determine whether (a) to rescind its termination of Executive’s employment, (b) to reclassify such termination as a termination without cause, or (c) to affirm the termination with cause. Company shall promptly notify Executive of any such datedetermination in writing. If Executive does not dispute the existence of cause for his termination, except that Employee such termination shall be entitled effective on the date set forth in the original notice of termination. If Executive disputes the existence of cause for his termination before the Board and such termination is not rescinded, such termination shall be effective on the first to occur of (i) the annual base salary hereunder up to and including date set forth in the effective original notice of termination or (ii) the date of the Board’s determination to reclassify or affirm the termination.