A termination with definition

A termination with. Cause" shall mean a termination of this Employment Agreement by reason of (a) a good faith determination by the Board that Employee (i) failed to substantially perform his duties with the Company (other than a failure resulting from his incapacity due to physical or mental illness) after a written demand for substantial performance has been delivered to him by the Board, which demand specifically identifies the manner in which the Board believes he has not substantially performed his duties and Employee has failed to substantially perform as requested within a reasonable time, (ii) has engaged in conduct the consequences of which are materially adverse to the Company, monetarily or otherwise, (iii) is found guilty of fraud, dishonesty or other acts of gross misconduct or misfeasance in the performance of his duties under this Employment Agreement by a court of competent jurisdiction whose decision is final and non-appealable (provided, however, that Employee's Base Salary shall continue to be paid until such decision is final and non-appealable), (iv) is found to be under the influence of illegal drugs or other similar substance while performing his duties under this Employment Agreement or (v) is convicted of a felony (provided, however, that Employee's Base Salary shall continue to be paid until such conviction is final and non-appealable). No act, or failure to act, on Employee's part shall be grounds for termination with Cause unless he has acted or failed to act with an absence of good faith or without a reasonable belief that his action or failure to act was in or at least not opposed to the best interests of the Company. Not less than ten (10) business days before the Board's consideration and adoption of a resolution determining that Employee engaged in conduct specified in the first sentence of this Section 11.02, Employee may, by written notice to the Board, cause the matter of the termination of his employment by the Company to be discussed at the next regularly scheduled meeting of the Board or at a special meeting of the Board. The Board shall give Employee sufficient written notice of its intention to schedule a meeting to discuss such termination so as to permit Employee time to prepare for said meeting. Employee shall be entitled to be present and to be represented by counsel at such meeting which shall be conducted according to a procedure deemed equitable by a majority of the directors present. If, at the conclusion of such meeting, it sh...
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A termination with. Cause" shall mean a termination of this Employment Agreement by reason of a good faith determination by the Board that Employee (i) failed to substantially perform his duties with the Company (other than a failure resulting from his incapacity due to physical or mental illness) after a written demand for substantial performance has been delivered to him by the Board, which demand specifically identifies the manner in which the Board believes he has not substantially performed his duties; (ii) has engaged in conduct the consequences of which are materially adverse to the Company, monetarily or otherwise; or (iii) has materially breached the terms of this Employment Agreement. No act, or failure to act, on Employee's part shall be grounds for termination with Cause unless he has acted or failed to act with an absence of good faith or without a reasonable belief that his action or failure to act was in or at least not opposed to the best interests of the Company. Notwithstanding the foregoing, Employee shall not be deemed to have been terminated with Cause unless there shall have been delivered to him a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the entire membership of the Board (exclusive of Employee) at a meeting of the Board called and held for the purpose of terminating Employee (after reasonable notice to Employee and opportunity for him, together with his counsel, to be heard before the Board), finding that in the good faith opinion of the Board, Employee failed to perform his duties or engaged in conduct in the manner or of the type set forth above in the first sentence of this Section 12.02 and specifying the particulars thereof in detail.
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Examples of A termination with in a sentence

  • A termination with immediate effect shall take place only under reasons specified in Section 13.4.2.

  • A termination "with cause" under this section of this letter agreement (as opposed to the next section which has a broader definition) occurs when two conditions are satisfied.

  • A termination with notice on the part of Ordnung does not justify any kind of compensation.

  • A termination with “cause” shall mean a termination of this Employment Agreement by reason of a good faith determination by the Board of Directors of the Corporation that Employee (i) failed to substantially perform her duties with the Corporation (if not due to death or disability), or (ii) has engaged in conduct, the consequences of which are materially adverse to the Corporation, monetarily or otherwise.

  • A termination with "cause" shall mean a termination of this Employment Agreement by reason of a good faith determination by the Board of Directors of the Company that Employee (i) failed to substantially perform his duties with the Company (if not due to death or disability), or (ii) has engaged in conduct, the consequences of which are materially adverse to the Company, monetarily or otherwise.

  • A termination with immediate effect is also possible without previous reminder, if the continuation of the Agreement is unreasonable for the terminating Party with due consideration of the specif- ic circumstances and the balance of the interests of both Contracting Parties.

  • A termination with “cause” shall mean a termination of this Amended Employment Agreement by reason of a good faith determination by the Board of Directors of the Company that the Employee (i) failed to substantially perform his duties with the Company (if not due to death or disability), or (ii) has engaged in conduct the consequences of which are materially adverse to the Company, monetarily or otherwise.