For Cause or Without Cause Sample Clauses

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For Cause or Without Cause. If the Employer terminates Executive’s employment without Cause, then the Employer shall provide written notice to the Executive at least ten (10) days prior to the Date of Termination.
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For Cause or Without Cause. The Board of Directors may terminate this Agreement and (except as provided below) all of the Company's obligations hereunder, either for "Cause" or "Without Cause." Such termination shall be effected by notice thereof delivered by the Company to Executive, and shall be effective as of the date of such notice. In the event that Executive is terminated for Cause, Executive shall be entitled to receive all Base Salary earned and accrued to the date of termination, but all other rights of Executive hereunder shall terminate as of the effective date of Executive's termination, except as otherwise provided by law. In the event that Executive is terminated by the Company Without Cause or Executive resigns with Good Reason, and for so long as Executive complies with the provisions of Sections 8 and 9, Executive shall be entitled (i) to receive all payments due as Base Salary during the remainder of the Employment Term or the then current Extended Employment Term (as applicable), as and when the same would have otherwise been payable had Executive not been terminated, (such term, the "Continuation Period"), (ii) to receive any Performance Bonus for the year in which Executive is terminated or resigns which shall be payable at the time such bonus would have otherwise been payable had Executive not been terminated or resigned, and (iii) to continue to participate at the Company's expense in the Group Insurance Plans during the Continuation Period.
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For Cause or Without Cause. The Company may terminate the Executive's employment hereunder at any time for Cause or without Cause. Any such termination by the Company pursuant to this Section 4(b) shall be deemed termination without Cause unless such termination is for Cause as defined below. For purposes of this Agreement, "Cause" shall mean: (A) Executive's conviction of, or plea of guilty to, any act of fraud, misappropriation or embezzlement, or any felony, (B) gross negligence, gross misconduct or dishonest activities by the Executive in the discharge of his duties hereunder, or (C) the Executive's willful and continuous failure to substantially perform his duties hereunder (other than as a result of physical or mental illness) after written notice by the Company to the Executive of his failure, specifying the particular act or acts or failure to act that is the basis of such notice, and the Executive fails to substantially correct such breach within fourteen (14) business days of his receipt of such notice or (D) Executive's engaging in conduct or activities materially damaging to the Company, monetarily or otherwise after written notice by the Company to the Executive, specifying the particular act or acts or failure to act that is the basis of such notice, and the Executive fails to substantially correct such act or failure to act within fourteen (14) business days of his receipt of such notice (it being understood, however, that neither conduct nor activities pursuant to Executive's exercise of his good faith business judgment nor unintentional physical damage to any property of the Company by Executive shall be a ground for such determination by the Company). Prior to any termination hereunder by the Board for "Cause," Executive shall be given an opportunity to make a presentation (with, at Executive's option, his legal counsel) to the Board at a meeting of the Board. Following such meeting, the Board shall determine by at least a majority vote whether to terminate Executive's services for "Cause" pursuant to this Section and shall notify Executive in writing of its determination promptly, specifying, if so determined, a date of termination in such notice. A determination of Cause by the Board of Directors in circumstances in which "Cause," as defined above, does not exist, shall not be binding on Executive.
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For Cause or Without Cause. The Company may terminate the Executive's employment hereunder at any time for cause upon notice to Executive or without cause upon thirty (30) days advanced notice to Executive.
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For Cause or Without Cause. The Company may terminate the Executive's employment hereunder at any time for Cause or without Cause. For purposes of this Agreement, "Cause" shall mean: (A) Executive's conviction of, or plea of guilty to, any act of fraud, misappropriation or embezzlement, or any felony, (B) gross negligence, gross misconduct or dishonest activities by the Executive in the discharge of his duties hereunder, or (C) the Executive's willful and continuous failure to substantially perform his duties hereunder (other than as a result of physical or mental illness) after written notice by the Company to the Executive of his failure, specifying the particular act or acts or failure to act that is the basis of such notice, and the Executive fails to substantially correct such breach within fourteen (14) business days of his receipt of such notice or (D) Executive's repeated engaging in conduct or activities materially damaging to the Company, monetarily or otherwise (it being understood, however, that neither conduct nor activities pursuant to Executive's exercise of his good faith business judgment nor unintentional physical damage to any property of the Company by Executive shall be a ground for such determination by the Company). Prior to any termination hereunder, Executive shall be given an opportunity to make a presentation to the Board at a meeting of the Board. Following such meeting, the Board shall determine by a majority vote whether to terminate Executive's services for "Cause" pursuant to this Section and shall notify Executive in writing of its determination promptly, specifying a date of termination in such notice.
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Related to For Cause or Without Cause

  • For Cause or Without Good Reason If the Executive's employment shall be terminated by the Company for Cause or by the Executive without Good Reason during the Employment Period, the Company shall have no further obligations to the Executive under this Agreement other than pursuant to Sections 7 and 8 hereof, and the obligation to pay to the Executive the Accrued Obligations in cash within 30 days after the Date of Termination and to provide the Other Benefits.

  • Without Cause or With Good Reason If the Company terminates the Executive’s employment without Cause (as defined below), or the Executive resigns for Good Reason (as defined below), then, provided that the Executive executes and delivers, and does note revoke, a general release of claims in a form reasonably satisfactory to the Company (i) the Company shall pay an amount equal to twelve months of the Executive’s Base Salary (at the rate in effect at the time of termination), and (ii) the Company shall make payment of a prorated portion of the Performance Bonus to which the Executive would otherwise be entitled, if any, for the calendar year in which Executive’s employment with the Company terminates, pursuant to the payment schedule in the following sentence (collectively, the “Severance Payments”). Base Salary severance payments will be made in equal installments on the days regular payments are made to Company employees. The prorated portion of the Performance Bonus, if any, will be paid on the date that bonus payments are made to current Company employees, or on the regular payroll day that the Company makes the first Base Salary severance payment, whichever is later. Provided that the Executive properly elects COBRA continuation coverage, the Company will reimburse the Executive for the cost of the insurance premiums for such coverage. The Executive will be eligible to receive such reimbursement until the earliest of (i) the twelve-month anniversary of the Executive’s termination, (ii) the date the Executive is no longer eligible to receive COBRA continuation coverage; and (iii) the date on which the Executive becomes eligible to receive substantially similar coverage from another employer. In addition, the Option grant shall provide that if the Company terminates the Executive’s employment without Cause, or the Executive resigns for Good Reason, then the shares underlying the option grant that would otherwise (absent the termination) have vested in the 12 months following the Executive’s termination shall accelerate and become fully-vested as of the date of the Executive’s termination. In no event shall the Executive or the Executive’s estate or beneficiaries be entitled to any of the payments or benefits set forth in this Section 6.2 upon termination of the Executive’s employment by reason of his disability or death.

  • Termination Without Cause or With Good Reason (i) The Board may immediately terminate Executive’s employment at any time for a reason other than Cause (a termination “Without Cause”), and Executive may, by written notice to the Board, terminate this Agreement at any time within 90 days following an event constituting “Good Reason,” as defined below (a termination “With Good Reason”); provided, however, that the Bank shall have 30 days to cure the “Good Reason” condition, but the Bank may waive its right to cure. Any termination of Executive’s employment, other than termination for Cause, shall have no effect on or prejudice the vested rights of Executive under the Bank’s qualified or non-qualified retirement or other employee benefit plans or programs, or compensation plans or programs in which Executive was a participant. (ii) In the event of termination With Good Reason, as described under Section 4(e)(i), and subject to the requirements of Section 4(e)(v), the Bank shall pay Executive, or in the event of Executive’s subsequent death, Executive’s beneficiary or estate, as severance pay, an amount equal to one times the Executive’s Base Salary, payable in a lump sum within ten (10) days of the Executive’s termination of employment. (iii) In the event of termination Without Cause, as described under Section 4(e)(i), and subject to the requirements of Section 4(e)(v), the Bank shall pay Executive, or in the event of Executive’s subsequent death, Executive’s beneficiary or estate, as severance pay, an amount equal to the Executive’s Base Salary for the remaining term of this Agreement, payable in a lump sum within ten (10) days of the Executive’s termination of employment, and the Executive and his or her dependents shall remain eligible to participate in the non-taxable medical and dental insurance programs offered by the Bank to its employees for the remaining term of this Agreement, at no cost to the Executive. If the Bank cannot provide one or more of the benefits set forth in this paragraph because Executive is no longer an employee, applicable rules and regulations prohibit such benefits or the payment of such benefits in the manner contemplated, or it would subject the Bank to penalties, then the Bank shall pay Executive a cash lump sum payment reasonably estimated to be equal to the value of such benefits or the value of the remaining benefits at the time of such determination. Such cash payment will be made on the Bank’s first payroll date immediately following the 30th day after the later of: (i) Executive’s date of termination; or (ii) the effective date of the rules or regulations prohibiting such benefits or subjecting the Bank to penalties.

  • Termination for Cause or Without Good Reason If the Executive’s employment should be terminated (i) by the Company for Cause, or (ii) by the Executive without Good Reason, the Company shall pay to the Executive any Accrued Amounts only, and shall not be obligated to make any additional payments to the Executive.

  • Termination Without Cause or for Good Reason If the Executive’s employment with the Company is terminated by the Company (other than for Cause, Disability or Death) or by the Executive for Good Reason within 24 months following the Change in Control Date, then the Executive shall be entitled to the following benefits: (i) the Company shall pay to the Executive the following amounts: (1) in a lump sum, in cash, within 30 days after the Date of Termination, the sum of (A) the Executive’s base salary through the Date of Termination, (B) a pro rata current year bonus amount (calculated by dividing the number of full and partial months of the current fiscal year in which the Executive is employed through the Date of Termination by 12, and multiplying this fraction by the highest annual bonus payment amount paid to Executive in the preceding three years), and (C) any accrued vacation pay, in each case to the extent not previously paid (the sum of the amounts described in clauses (A), (B), and (C) shall be hereinafter referred to as the “Accrued Obligations”); and (2) in a lump sum, in cash, within 30 days after the Date of Termination, the sum of (A) three times the Executive’s highest annual base salary at the Company during the three-year period prior to the Change in Control Date and (B) three times the Executive’s highest annual bonus amount at the Company during the three-year period prior to the Change in Control Date; (ii) for 36 months after the Date of Termination, or such longer period as may be provided by the terms of the appropriate plan, program, practice or policy, each month the Company shall continue to provide benefits to the Executive and the Executive’s family at least equal to those which would have been provided to them if the Executive’s employment had not been terminated, in accordance with the applicable Benefit Plans in effect on the Measurement Date or, if more favorable to the Executive and his or her family, in effect generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies; provided, however, that if the Executive becomes reemployed with another employer and is eligible to receive a particular type of benefits (e.g., health insurance benefits) from such employer on terms at least as favorable to the Executive and his or her family as those being provided by the Company, then the Company shall no longer be required to provide those particular benefits to the Executive and his or her family; and (iii) to the extent not previously paid or provided, the Company shall timely pay or provide to the Executive any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies (such other amounts and benefits shall be hereinafter referred to as the “Other Benefits”).