Just Cause Termination definition

Just Cause Termination means a termination by the Company of an Optionee's employment by and/or service to the Company (or if the Optionee is a director, removal of the Optionee from the Board by action of the stockholders or, if permitted by applicable law and the by-laws of the Company, the other directors), in connection with the good faith determination of the Company's board of directors (or of the Company's stockholders if the Optionee is a director and the removal of the Optionee from the Board is by action of the stockholders, but in either case excluding the vote of the Optionee if he or she is a director or a stockholder) that the Optionee has engaged in any acts involving dishonesty or moral turpitude or in any acts that materially and adversely affect the business, affairs or reputation of the Company or its subsidiaries;
Just Cause Termination means a termination by the Corporation of the Executive's employment in connection with the good faith determination of the Corporation's Board of Directors that the Executive has engaged in: (i) any material breach of any written agreement between Executive and the Corporation, if such breach causes material harm to the Corporation; (ii) any gross negligence or willful misconduct by Executive in performance of duties to the Corporation that causes material harm to the Corporation; (iii) the substantial and repeated failure of Executive to follow the lawful written directions of the Board or to the person whom Executive reports; (iv) commission of a felony under the laws of the United States or any state thereof; (v) commission of any material act of fraud, embezzlement or dishonesty; or (vi) the abuse of alcohol or controlled substances that has a materially detrimental effect upon Executive's performance of his duties.
Just Cause Termination means a termination by the Company and/or any of its Subsidiaries of the Original Holder's employment or services (or if the Original Holder is a director, removal of him or her from the Board by action of the shareholders or, if permitted by applicable law and the Bylaws of the Company, the other directors), in connection with the good faith determination of the Board (or of the Company's shareholders if the Original Holder is a director and the removal of him or her from the Board is by action of the shareholders, but in either case excluding the vote of the subject individual if he or she is a director or a shareholder) that the Original Holder has engaged in any acts involving dishonesty or moral turpitude or in any acts that materially and adversely affect the business, affairs or reputation of the Company or any of its Subsidiaries.

Examples of Just Cause Termination in a sentence

  • Within thirty (30) days after the Just Cause Termination Date, the Company shall pay to Executive his Base Salary as then in effect that has accrued to the Just Cause Termination Date.

  • Unless otherwise determined by the Board, Executive shall have no right to receive compensation or other benefits under this Agreement after a termination for Just Cause except for vested retirement benefits and any vested annuity and tax gross up retirement benefit as described in Sections 5(d) and 5(h), any stock options that have vested up to and including the Just Cause Termination Date and health insurance as set forth in Section 8 below.

  • Unless otherwise determined by the Board, Executive shall have no right to receive compensation or other benefits under this Agreement after a termination for Just Cause except for the value of vested retirement benefits and the tax gross up thereon when payable as described in Sections 5(d) and 5(h), any stock options that have vested up to and including the Just Cause Termination Date and health insurance as set forth in Section 8 below.

  • Employee covenants and agrees that, in consideration of the amounts to be paid Employee hereunder and other good and valuable consideration, for a period of six (6) months beyond the Effective Resignation Date, Retirement Termination Date or the Just Cause Termination Date (each a "Termination Date"), Employee shall not be employed as an executive officer of, control, manage, or otherwise participate in the management of the business of a "significant competitor" of the Company.

  • Within thirty (30) days after the Just Cause Termination Date, the Company shall pay to Executive his Base Salary as then in effect that has accrued to the Just Cause Termination Date, as well as any payment or benefit that Executive is entitled to as an employee of the Company, and any non-reimbursed business expenses.


More Definitions of Just Cause Termination

Just Cause Termination means a termination by the Corporation of the Executive’s employment in connection with the good faith determination of the Board that the Executive has engaged in: (i) any material breach of any written agreement between Executive and the Corporation, if such breach causes material harm to the Corporation; (ii) any gross negligence or willful misconduct by Executive in performance of duties to the Corporation that causes material harm to the Corporation; (iii) the substantial and repeated failure of Executive to follow the lawful written directions of the Board or to the person whom Executive reports; (iv) commission of a felony under the laws of the United States or any state thereof; (v) commission of any material act of fraud, embezzlement or dishonesty; or (vi) the abuse of alcohol or controlled substances that has a materially detrimental effect upon Executive’s performance of his duties.
Just Cause Termination means a termination by the Company and/or any of its Subsidiaries of the Optionee's services arising out of or in connection with the breach by Optionee of his, her or its consulting contract with the Company and/or any of its Subsidiaries or any acts that materially and adversely affect the business, affairs or reputation of the Company or any of its Subsidiaries.
Just Cause Termination means a termination by the Company of an Optionee's employment by and/or service to the Company in connection with the good faith determination of the Company's Board that the Optionee has engaged in any acts involving dishonesty or moral turpitude or in any acts that materially and adversely affect the business, affairs or reputation of the Company or its Subsidiaries.
Just Cause Termination means a termination by B▇▇▇▇ of his employment with the Company which becomes effective within six (6) months following any material change in the terms and conditions of B▇▇▇▇’▇ employment imposed by the Company (including, without limitation, changes in compensation, duties and responsibilities, or work location) and not consented to in writing by B▇▇▇▇.
Just Cause Termination is a termination of the Participant’s employment with the Company or a Subsidiary for cause.
Just Cause Termination means a termination by the Company of an Optionee’s employment by and/or service to the Company (or if the Optionee is a director, removal of the Optionee from the Board by action of the stockholders or, if permitted by applicable law and the by-laws of the Company, the other directors), in connection with the good faith determination of the
Just Cause Termination means a termination by the Corporation of the Executive's employment in connection with the good faith determination of the Corporation's Board of Directors that the Executive has engaged in (a) any acts involving dishonesty or moral turpitude, or (b) any acts, other than acts taken by the Executive in the good faith belief that such acts are in the Company's best interests, that materially and adversely affect the business, affairs or reputation of the Company and its subsidiaries taken as a whole.