Termination by the Companies. The Executive's duties and responsibilities under this Agreement may be terminated by the Companies for good Cause, subject to the provisions of this Section 9(a), upon at least sixty (60) calendar days' ("Notice Period") written notice ("Notice") to the Executive of their intent to terminate Executive's employment. The Notice shall specify the particulars of such Cause and shall afford the Executive an opportunity to discuss the particulars of such Cause with the Board of Directors of FCI and to cure such Cause to the reasonable satisfaction of the Board of Directors of FCI during the Notice Period. If such Cause shall not be cured accordingly, Executive's employment shall terminate upon expiration of the Notice Period and no compensation shall be due him beyond the date of such termination (other than pursuant to pension or other plans which by their terms provide payments beyond the date of termination in such circumstances). For purposes of this Agreement "
Termination by the Companies. The Companies may terminate the Executive’s employment under this Employment Agreement at any time, whether for Cause (as defined below), for any other reason, or no reason. For purposes of this Agreement, the term “Cause” shall mean (A) the material failure or refusal by the Executive to perform the Executive’s duties and responsibilities under this Employment Agreement (other than any such failure resulting from the Executive’s Disability) which has not ceased within ten (10) days after a written demand for performance is received by the Executive from the Companies, which demand identifies with reasonable particularity the manner in which the Companies believe that the Executive has not so performed his duties and responsibilities; (B) the engagement by the Executive in misconduct which is materially injurious to the Companies, monetarily or otherwise (including, but not limited to, conduct which violates Section 14 hereof) or an act of moral turpitude which is injurious to the Companies, monetarily or otherwise; (C) the conviction of the Executive of, or the entering of a plea of nolo contendere by the Executive with respect to, a felony or a crime involving fraud, dishonesty or moral turpitude; (D) the material breach by the Executive of this Agreement or the violation by the Executive of a material policy of the Companies which is not cured within thirty (30) days following receipt of notice thereof from the Companies (if such breach or violation is capable of being cured); or (E) the breach by the Executive of any of his fiduciary duties of loyalty and trust to the Companies.
Termination by the Companies. This Agreement may be terminated by the Companies following the occurrence of any of the following events (each a “Company Termination Event”) by delivering written notice of the occurrence of such an event to the Parties, provided that upon a Company Termination Event under subsection 10(c)(i) of this Agreement, this Agreement shall terminate immediately and upon any other Company Termination Event, this Agreement shall terminate three Business Days after written notice to the Parties thereof and of the intent to terminate this Agreement and the breach or other matter giving rise to the right to so terminate this Agreement shall not have been cured during the three Business Day period after receipt of such notice.
Termination by the Companies. If (i) there has been a material violation or breach by Buyer of any of the representations, warranties or covenants of this Agreement that has not been waived in writing by the Appointed Agent or (ii) an event has occurred (other than a breach of this Agreement by any Company) such that a condition to the obligations of the Companies cannot be satisfied, then the Appointed Agent may, upon written notice to Buyer at any time prior to the Closing during the period that such violation, breach or failure is continuing, terminate this Agreement with the effect set forth in Section 12.2(c).
Termination by the Companies. The Companies may terminate Executive's employment under this Agreement upon at least sixty (60) calendar days ("Notice Period") written notice ("Notice") to the Executive of their intent to terminate Executive's employment: without Cause (as defined in subsection (b) hereof). The Notice shall specify that such Termination is without Cause, and upon the expiration of the Notice Period, the Companies shall pay the Executive the payments and provide him the benefits specified in Section 8(a) hereof (the expiration of the notice period pursuant to this Section 9(a) shall be considered a "Triggering Event" with respect thereto).
Termination by the Companies. The Executive’s employment with the Companies is at will and may be terminated by the Companies at any time and for any reason or for no reason, including but not limited to under the following conditions:
Termination by the Companies. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by the Companies, if any representation of Parent or Merger Sub contained in this Agreement shall have been inaccurate, or Parent or Merger Sub shall have breached any representation, warranty, covenant or other agreement contained in this Agreement, in any such event that would give rise to the failure of a condition set forth in Section 8.3(a) or (b) hereof, which inaccuracy or breach cannot be or has not been cured within twenty (20) days after the giving of written notice by the Companies to Parent thereof.
Termination by the Companies. If Employee is terminated for Cause (as defined below), then Employee shall not be entitled to receive severance or other benefits, except for those, if any, as may then be established and applicable under the Companies' severance and benefits plans and policies existing at the time of such termination. The Companies shall not terminate Employee's employment with them during the term other than for Cause. After the Term, Employee's employment with the Companies shall be at will.
Termination by the Companies a. In the event MWCC breaches its obligations under this Agreement, and after notice to MWCC such breach remains uncured for a period of thirty (30) days, then the Companies may terminate this Agreement by giving MWCC thirty (30) days prior written notice and this Agreement shall terminate on the thirtieth (30) day.
Termination by the Companies. The Companies’ obligation to pay the Consultants all of the Guaranteed Consulting Fees is an absolute, irrevocable commitment on the part of the Companies. Without limiting the foregoing, no cancellation or termination of this Agreement, breach of this Agreement by the Consultants, or any of them, or action or inaction on the part of the Consultants (regardless of whether such actions or inactions are intentional, negligent or otherwise), or any of them, shall relieve the Companies from their obligation to pay the Guaranteed Consulting Fees to the Consultants. Furthermore, this Agreement may not be terminated by the Companies, or any of them; provided, however, that if the Consultants, or any of them, breach this Agreement, and such breach is not remedied within fifteen (15) days of the Consultants receiving notice of such breach, the Companies may seek damages for such breach; provided further that, while any such action may be pending, the Companies shall continue to make all payments due the Consultants hereunder.
