Common use of Termination of Employment by the Company for Cause Clause in Contracts

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating Employee’s Employment for Cause (as hereinafter defined). From and after the Date of Termination, Employee shall no longer be entitled to receive Base Salary and Bonus Compensation and the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employee. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, shall be determined in accordance with the terms of such other compensation arrangements or plans or programs. The term “Cause,” as used herein, shall mean: (A) Employee’s conviction, or plea of guilty or nolo contendere to, a felony; (B) Employee’s engaging in willful misconduct that is economically injurious to the Company (including, but not limited to, a willful violation of Sections 10 or 11 of this Agreement or the embezzlement of funds or misappropriation of other property of the Company or any subsidiary); or (C) Employee shall breach this Agreement in a material manner or engage in fraudulent conduct as regards the Company which results either in personal enrichment to Employee or material injury to the Company. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Officer of the Company pursuant to Section 302 or Section 906 of the Sxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating the Employee’s Employment Employment, and the Company has and shall have the right (exercisable immediately on notice to Employee, subject to any right of Employee as may be specified herein, if any, to cure any action, inaction, event or other circumstance that otherwise constitutes Cause) to terminate Employee’s Employment, for Cause (as hereinafter defined). From and after the Date effective date of Terminationtermination for Cause, Employee shall no longer not receive any further benefits, any unearned Base Pay, and shall not be entitled to receive Base Salary and Bonus Compensation and any further Annual Bonuses or Equity Awards, regardless of the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employeeperformance of the Company. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, Company shall be determined in accordance with the terms of such other compensation arrangements or plans or programsprograms or otherwise pursuant to applicable law. The term “Cause,” as used herein, shall meanmean any of the following: (A) Employee’s convictionconviction of, or plea of guilty or nolo contendere to, any felony, other than a felonytraffic related offense or other offense that, in the absolute and sole discretion of the Company, would not materially affect Employee’s ability to perform or the reputation of the Company; (B) Employee’s engaging in illegal or willful misconduct misconduct, or engaging in conduct that is economically injurious to having or may have an adverse effect on the financial performance, financial condition and/or reputation of the Company (or any subsidiaries or affiliates thereof, including, but not limited to, a willful violation of Sections 10 10, 11 or 11 12 of this Agreement or the Agreement; (C) Employee’s embezzlement of funds or misappropriation of other material property of the Company or any subsidiary)subsidiary or affiliate thereof; or (CD) Employee shall breach breaching this Agreement in a material manner manner, (E) Employee engaging in a material (critical or engage continuous) violation of the Company’s written policies and procedures as outlined in the PRA Employee Handbook (or a successor Company’s handbook) and applicable broadly to all employees provided that Employee shall have been given at least fifteen (15) days’ notice and opportunity to cure such breach or violation; (F) Employee’s fraudulent conduct as regards the Company Company, which results either in personal enrichment to Employee or material injury to the CompanyCompany or its subsidiaries or affiliates. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any Any unvested shares of the certifications required of him as Chief Executive Officer of the Company PRA common stock awarded pursuant to Section 302 or Section 906 of the Sxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company4(c) shall be forfeited upon Employee’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating the Employee’s Employment 's Employment, and the Company has and shall have the right (exercisable immediately on notice to Employee, subject to any right of Employee as may be specified herein, if any, to cure any action, inaction, event or other circumstance that otherwise constitutes Cause) to terminate Employee's Employment, for Cause (as hereinafter defined). From and after the Date effective date of Terminationtermination for Cause, Employee shall no longer not receive any further benefits, any unearned Base Pay, and shall not be entitled to receive Base Salary and Bonus Compensation and any further Annual Bonuses or Equity Awards, regardless of the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employeeperformance of the Company. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, Company shall be determined in accordance with the terms of such other compensation arrangements or plans or programsprograms or otherwise pursuant to applicable law. The term “"Cause,” " as used herein, shall meanmean any of the following: (A) Employee’s conviction's conviction of, or plea of guilty or nolo contendere to, any felony, including a felonyfelony traffic related offense or other offense that, in the absolute and sole discretion of the Company, would materially affect Employee's ability to perform or the reputation of the Company; (B) Employee’s 's engaging in illegal or willful misconduct, or engaging in misconduct that is economically injurious to having or may have an adverse effect on the financial performance, financial condition and/or reputation of the Company (or any subsidiaries or affiliates thereof, including, but not limited to, a willful violation of Sections 10 10, 11 or 11 12 of this Agreement or the Agreement; (C) Employee's embezzlement of funds or misappropriation of other material property of the Company or any subsidiary)subsidiary or affiliate thereof; or (CD) Employee shall breach breaching this Agreement in a material manner manner, (E) Employee engaging in a material (critical or engage continuous) violation of the Company's written policies and procedures as outlined in the Company’s Employee Handbook (or a successor Company's handbook) and applicable broadly to all employees provided that Employee shall have been given at least fifteen (15) days' notice and opportunity to cure such breach or violation; (F) Employee's fraudulent conduct as regards the Company Company, which results either in personal enrichment to Employee or material injury to the CompanyCompany or its subsidiaries or affiliates. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Officer of the Company pursuant to Section 302 or Section 906 of the Sxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series Any unvested shares of the Company’s capital common stock is then traded or listed for quotation, constitute or give rise awarded pursuant to a basis for Section 4(c) shall be forfeited upon Employee's termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating Employee’s Employment for Cause (as hereinafter defined). From and after the Date of Termination, Employee shall no longer be entitled to receive Base Salary and Bonus Compensation and the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employee. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, shall be determined in accordance with the terms of such other compensation arrangements or plans or programs. The term “Cause,” as used herein, shall mean: (A) Employee’s conviction, or plea of guilty or nolo contendere to, a felony; (B) Employee’s engaging in willful misconduct that is economically injurious to the Company (or its subsidiaries, including, but not limited to, a willful violation of Sections 10 or 11 of this Agreement Agreement, or the embezzlement of funds or misappropriation of other property of the Company or any subsidiary); or (C) Employee shall Employee’s material violation of the Company’s written policies and procedures (including gross and continued failure to satisfy written directives or performance material provided to Employee), insubordination or breach this Agreement in a material manner manner; or engage in (D) Employee’s fraudulent conduct as regards the Company Company, which results either in personal enrichment to Employee or material injury to the CompanyCompany or its subsidiaries. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Financial Officer of the Company pursuant to Section 302 or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating Employee’s Employment for Cause (as hereinafter defined). From and after the Date of Termination, Employee shall no longer be entitled to receive Base Salary and Bonus Compensation and the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employee. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, shall be determined in accordance with the terms of such other compensation arrangements or plans or programs. The term “Cause,” as used herein, shall mean: (A) Employee’s conviction, or plea of guilty or nolo contendere to, a felony; (B) Employee’s engaging in willful misconduct that is economically injurious to the Company (or its subsidiaries, including, but not limited to, a willful violation of Sections 10 or 11 of this Agreement Agreement, or the embezzlement of funds or misappropriation of other property of the Company or any subsidiary); or (C) Employee shall Employee’s material violation of the Company’s written policies and procedures (including gross and continued failure to satisfy written directives or performance material provided to Employee), insubordination or breach this Agreement in a material manner manner; or engage in (D) Employee’s fraudulent conduct as regards the Company Company, which results either in personal enrichment to Employee or material injury to the CompanyCompany or its subsidiaries. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Officer of the Company pursuant to Section 302 or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating Employee’s Employment for Cause (as hereinafter defined). From and after the Date of Termination, Employee shall no longer be entitled to receive Base Salary and Bonus Compensation and the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employee. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, shall be determined in accordance with the terms of such other compensation arrangements or plans or programs. The term “Cause,” as used herein, shall mean: Employee’s: (A) Employee’s convictionfraudulent or unethical conduct, conviction or guilty plea of guilty or nolo contendere to, to a felonycrime involving moral turpitude; (B) Employee’s engaging in willful misconduct conduct that is detrimental or economically injurious to the Company (includingor its subsidiaries, but not limited toviolation of the Company’s policies, a willful violation of Sections 10 or 11 of this Agreement or the Agreement, embezzlement of funds or misuse or misappropriation of other property any of the Company Company’s property or any subsidiary)its confidential or proprietary information; or (C) Employee shall breach this Agreement in a material manner insubordination or engage in fraudulent unwillingness or inability to adequately perform the Employee’s job duties, including uncorrected failure to satisfy written directives or performance material, or (D) and any other conduct as regards the Company which results either in personal enrichment to Employee or material injury that may be detrimental to the Company, its reputation, its operations or activities. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Financial Officer of the Company pursuant to Section 302 or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”

Termination of Employment by the Company for Cause. (i) Nothing herein shall prevent the Company from terminating Employee’s Employment for Cause (as hereinafter defined). From and after the Date of Termination, Employee shall no longer be entitled to receive Base Salary and Bonus Compensation and the Company shall no longer be required to pay premiums on any life insurance or disability policy for Employee. Any rights and benefits which Employee may have in respect of any other compensation or any employee benefit plans or programs of the Company, whether pursuant to Section 4(c) or otherwise, shall be determined in accordance with the terms of such other compensation arrangements or plans or programs. The term “Cause,” as used herein, shall mean: Employee’s: (A) Employee’s convictionfraudulent or unethical conduct, conviction or guilty plea of guilty or nolo contendere to, to a felonycrime involving moral turpitude; (B) Employee’s engaging in willful misconduct conduct that is detrimental or economically injurious to the Company (includingor its subsidiaries, but not limited toviolation of the Company’s policies, a willful violation of Sections 10 or 11 of this Agreement or the Agreement, embezzlement of funds or misuse or misappropriation of other property any of the Company Company’s property or any subsidiary)its confidential or proprietary information; or (C) Employee shall breach this Agreement in a material manner insubordination or engage in fraudulent unwillingness or inability to adequately perform the Employee’s job duties, including uncorrected failure to satisfy written directives or performance material, or (D) and any other conduct as regards the Company which results either in personal enrichment to Employee or material injury that may be detrimental to the Company, its reputation, its operations or activities. Notwithstanding the foregoing, under no circumstances shall Employee’s refusal or unwillingness to make any of the certifications required of him as Chief Executive Officer of the Company pursuant to Section 302 or Section 906 of the SxxxxxxxXxxxxxxx-Xxxxx Act of 2002, or any rules or regulations promulgated thereunder, or any similar requirements of any federal, state, local or foreign governmental authority or agency, or of any national securities exchange or quotation system on which any class or series of the Company’s capital stock is then traded or listed for quotation, constitute or give rise to a basis for termination for “Cause.”