Common use of Termination by ▇▇▇▇▇▇▇ Clause in Contracts

Termination by ▇▇▇▇▇▇▇. (a) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause on or after a Control Change Date. (b) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause within the 180 days immediately preceding a Control Change Date. (c) Cause means, for purposes of this Agreement, (i) willful and continued failure by the Executive to perform his duties as established by ▇▇▇▇▇▇▇; (ii) a material breach by the Executive of his fiduciary duties of loyalty or care to ▇▇▇▇▇▇▇; (iii) conviction of a felony; or (iv) willful, flagrant, deliberate and repeated infractions of material published policies and procedures of ▇▇▇▇▇▇▇ of which the Executive has actual knowledge ("Cause Exception"). If ▇▇▇▇▇▇▇ desires to discharge the Executive under the Cause Exception, it shall give notice to the Executive as provided in Section 2.7 and the Executive shall have thirty (30) days after notice has been given to him in which to cure the reason for ▇▇▇▇▇▇▇' exercise of the Cause Exception. If the reason for ▇▇▇▇▇▇▇’ exercise of the Cause Exception is timely cured by the Executive (as determined by a committee appointed by the Board of Directors of ▇▇▇▇▇▇▇), ▇▇▇▇▇▇▇’ notice shall become null and void.

Termination by ▇▇▇▇▇▇▇. (a) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause on or after a Control Change Date. (b) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause within the 180 days immediately preceding a Control Change Date. (c) Cause means, for purposes of this Agreement, (i) willful and continued failure by the Executive to perform his her duties as established by ▇▇▇▇▇▇▇; (ii) a material breach by the Executive of his her fiduciary duties of loyalty or care to ▇▇▇▇▇▇▇; (iii) conviction of a felony; or (iv) willful, flagrant, deliberate and repeated infractions of material published policies and procedures of ▇▇▇▇▇▇▇ of which the Executive has actual knowledge ("Cause Exception"). If ▇▇▇▇▇▇▇ desires to discharge the Executive under the Cause Exception, it shall give notice to the Executive as provided in Section 2.7 and the Executive shall have thirty (30) days after notice has been given to him her in which to cure the reason for ▇▇▇▇▇▇▇' exercise of the Cause Exception. If the reason for ▇▇▇▇▇▇▇’ exercise of the Cause Exception is timely cured by the Executive (as determined by a committee appointed by the Board of Directors of ▇▇▇▇▇▇▇), ▇▇▇▇▇▇▇’ notice shall become null and void.

Termination by ▇▇▇▇▇▇▇. (a) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause on or after a Control Change Date. (b) The Executive shall be entitled to receive Termination Compensation (as described in Section 2.5) if during an Agreement Term, all employment of the Executive is terminated by ▇▇▇▇▇▇▇ without Cause within the 180 days immediately preceding a Control Change Date. (c) Cause means, for purposes of this Agreement, (i) willful and continued failure by the Executive to perform his duties as established by ▇▇▇▇▇▇▇; (ii) a material breach by the Executive of his fiduciary duties of loyalty or care to ▇▇▇▇▇▇▇; (iii) conviction of a felony; or (iv) willful, flagrant, deliberate and repeated infractions of material published policies and procedures of ▇▇▇▇▇▇▇ of which the Executive has actual knowledge ("“Cause Exception"”). If ▇▇▇▇▇▇▇ desires to discharge the Executive under the Cause Exception, it shall give notice to the Executive as provided in Section 2.7 and the Executive shall have thirty (30) days after notice has been given to him in which to cure the reason for ▇▇▇▇▇▇▇' ’ exercise of the Cause Exception. If the reason for ▇▇▇▇▇▇▇’ exercise of the Cause Exception is timely cured by the Executive (as determined by a committee appointed by the Board of Directors of ▇▇▇▇▇▇▇), ▇▇▇▇▇▇▇’ notice shall become null and void.