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:
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

  • In the event of the termination of employment of an Optionee either by reason of (i) Just Cause Termination, or (ii) voluntary separation on the part of such Optionee for a reason other than Retirement or Disability, any Option or Options granted to the Optionee under this Plan, to the extent not previously exercised or surrendered by the Optionee, or expired by their terms, shall immediately terminate.

  • 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.

  • 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.

  • 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 Employee his Base Salary as then in effect that has accrued to the Just Cause Termination Date.

  • Within thirty (30) days after the Just Cause Termination Date, the Company shall pay to Executive her 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.

  • The Committee may, in its discretion, specify other events that will result in the termination of an ISO (including, without limitation, termination of employment by reason of Death, or a Just Cause Termination).

  • Within thirty (30) days after the Just Cause Termination Date, the Company shall pay to Executive his Base Salary and Chairman's Fee 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.

  • Following a Loss of Eligibility Status, the Grace ------------- Period will be 30 days, unless the Loss of Eligibility Status is a result of a Just Cause Termination , in which case the Option will terminate, and there will be no Grace Period, effective immediately as of the date and time of a Loss of Eligibility Status which results from a Just Cause Termination of the Optionee, regardless of whether the Option is Vested or Unvested.

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


More Definitions of Just Cause Termination

Just Cause Termination means a termination by Bxxxx of his employment with the Company which becomes effective within six (6) months following any material change in the terms and conditions of Bxxxx’x employment imposed by the Company (including, without limitation, changes in compensation, duties and responsibilities, or work location) and not consented to in writing by Bxxxx.
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 is a termination of the Participant’s employment with the Company or a Subsidiary for cause.

Related to Just Cause Termination

  • Without Cause Termination or “Terminated Without Cause” means termination of the Executive’s employment by the Company other than due to death, disability, or Termination for Cause.

  • Just Cause means:

  • Good Reason Termination means a termination of employment or service initiated by the Participant upon or after a Change of Control upon one or more of the following events:

  • Voluntary Termination for Good Reason means that the Executive voluntarily terminates his employment after any of the following are undertaken without Executive’s express written consent:

  • Constructive Termination Without Cause means the termination of the Executive’s employment at his initiative after, without the Executive’s prior written consent, one or more of the following events:

  • Termination for Just Cause means termination because of Executive’s personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease-and-desist order, or material breach of any provision of this Agreement.

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge other than for Cause. The termination of Executive’s employment as a result of Executive’s death or disability will not be deemed to be an Involuntary Termination Without Cause.

  • Constructive Termination means:

  • Involuntary Termination of Employment means the Termination of Service by the Company or Subsidiary (other than a termination for Cause) or termination of employment by a Participant Employee for Good Reason.

  • Termination for Good Reason means a Termination of Employment by Executive for a Good Reason.

  • Involuntary Termination means a termination of your employment with the Company pursuant to either (i) a termination initiated by the Company without Cause, or (ii) your resignation for Good Reason, and provided in either case such termination constitutes a Separation from Service. An Involuntary Termination does not include any other termination of your employment, including a termination due to your death or disability.

  • Voluntary Termination means termination by the Employee of the Employee's employment with the Company, excluding termination by reason of Employee's death or disability as described in Sections 2.5 and 2.6.

  • Termination for Cause or "Cause" shall mean termination because of the Executive's personal dishonesty, willful misconduct, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, conviction of a felony with respect to the Bank or the Company or any material breach of this Agreement. For purposes of this Section, no act, or the failure to act, on the Executive's part shall be "willful" unless done, or omitted to be done, in bad faith and without reasonable belief that the action or omission was in the best interest of the Company or its affiliates. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or based upon the written advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the best interests of the Company. Notwithstanding the foregoing, the Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to him a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than three-fourths of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to the Executive and an opportunity for him, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, the Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. The Executive shall not have the right to receive compensation or other benefits for any period after Termination for Cause.

  • Employment Termination means the effective date of: (i) Executive’s voluntary termination of employment with the Company with Good Reason, or (ii) the termination of Executive’s employment by the Company without Good Cause.

  • Good Reason means:

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Employment Termination Date means, with respect to a Participant, the first day upon which the Participant no longer has an employment or service relationship with the Company or any Related Company.

  • Notice of Termination for Good Reason shall have the meaning set forth in Section 1(t).

  • Termination Without Cause means termination by the Company other than due to the Executive’s death or disability or Termination With Cause.

  • For Cause means:

  • Disability Termination means termination by the Company of the Executive’s employment by reason of the Executive’s incapacitation due to disability. The Executive will be deemed to be incapacitated due to disability if at the end of any month the Executive is unable to perform substantially all of the Executive’s duties under this Agreement in the normal and regular manner due to illness, injury or mental or physical incapacity, and has been unable so to perform for either (i) three consecutive full calendar months then ending, or (ii) 90 or more of the normal working days during the 12 consecutive full calendar months then ending. Nothing in this paragraph alters the Company’s obligations under applicable law, which may, in certain circumstances, result in the suspension or alteration of the foregoing time periods.

  • Termination of Employment means that the Executive ceases to be employed by the Company for any reason, voluntary or involuntary, other than by reason of a leave of absence approved by the Company.

  • Automatic Termination shall have the meaning set forth in Section 2.3.2.

  • Share Termination Settled” in relation to the Transaction means that Share Termination Alternative is applicable to the Transaction.

  • Due Cause means any of the following events:

  • Normal Termination means termination of employment or service with the Company and Affiliates: