Common use of Termination for Good Cause Clause in Contracts

Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the Executive; or (E) any condition which either resulted from the Executive's substantial dependence, as determined by the Board of Directors of the Company, on alcohol, or any narcotic drug or other controlled or illegal substance. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.

Appears in 3 contracts

Samples: Employment Agreement (Echelon International Corp), Employment Agreement (Echelon International Corp), Employment Agreement (Echelon International Corp)

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Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive Company which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's substantial dependence, as determined by the Board of Directors of the Company, on alcohol, or any narcotic drug or other controlled or illegal substance. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.

Appears in 3 contracts

Samples: Employment Agreement (Echelon International Corp), Employment Agreement (Echelon International Corp), Employment Agreement (Echelon International Corp)

Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive Company which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him her in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's substantial dependence, as determined by the Board of Directors of the Company, on alcohol, or any narcotic drug or other controlled or illegal substance. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Echelon International Corp)

Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive Executive's taking action as an executive officer of the Company which, at the time such action is taken, the Executive which clearly are knows or reasonably should know to be contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted not prohibited by law and necessary to implement policies of the Company's Board of Directors which actions the Board of Directors has communicated to him in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's use of or substantial dependence, as determined by the Board of Directors of the Company, dependence on alcohol, alcohol or any narcotic drug or other controlled or illegal substance. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.drug

Appears in 1 contract

Samples: Employment Agreement (Echelon International Corp)

Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive Company which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's use of or substantial dependence, as determined by the Board of Directors of the Company, dependence on alcohol, alcohol or any narcotic drug or other controlled or illegal substance, if such use or dependence renders the Executive unable to perform his duties under this Agreement with or without reasonable accommodation, or any illegal use of such substance during working hours or while performing services under this Agreement. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Echelon International Corp)

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Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive Company which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's substantial dependence, as determined by the Board of Directors of the Company, on alcohol, or any narcotic drug or other controlled or illegal substance. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.the

Appears in 1 contract

Samples: Employment Agreement (Echelon International Corp)

Termination for Good Cause. (i) Except as otherwise provided in this Agreement, the Company may terminate the employment of the Executive hereunder only for "good cause," which shall mean: (A) the Executive's conviction of either a felony involving moral turpitude or any crime in connection with the Executive's employment by the Company which causes the Company a substantial detriment, but specifically shall not include traffic offenses; (B) actions by the Executive as an executive officer of the Executive Company which clearly are contrary to the best interests of the Company; (C) the Executive's willful failure to take actions permitted by law and necessary to implement policies of the Company's Board of Directors which the Board of Directors has communicated to him her in writing, provided that minutes of a Board of Directors meeting attended in its entirety by the Executive shall be deemed communicated to the Executive; (D) the Executive's continued failure to attend to the Executive's duties as an executive officer of the ExecutiveCompany; or (E) any condition which either resulted from the Executive's use of or substantial dependence, as determined by the Board of Directors of the Company, dependence on alcohol, alcohol or any narcotic drug or other controlled or illegal substance, if such use or dependence renders the Executive unable to perform his duties under this Agreement with or without reasonable accommodation, or any illegal use of such substance during working hours or while performing services under this Agreement. If any determination of substantial dependence is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner and subject to the same penalties for noncompliance as specified in Section 7(b)(ii) of this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Echelon International Corp)

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