TERMINATION BY EVENTS OF DEFAULT Sample Clauses
TERMINATION BY EVENTS OF DEFAULT. The employment of the Executive may be terminated at any time by the Company by notice but with immediate effect and without liability for compensation or damages:-
(a) if the Executive is guilty of any gross default of his obligations hereunder or grave misconduct in connection with or affecting the business of any Group Company; or
(b) in the event of any repeated breach or non-observance by the Executive (after a warning in writing) of any of the stipulations contained in this agreement; or
(c) if the Executive has an interim receiving order made against him, becomes bankrupt or makes any composition or enters into any deed of arrangements with his creditors; or
(d) if the Executive is convicted of any criminal offence punishable by imprisonment (other than an offence under road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed); or
(e) if the Executive shall have committed any act of dishonesty or gross misconduct or any conduct tending in the reasonable opinion of the Board to bring the Company or any Group Company into disrepute; or
(f) if the Executive becomes prohibited by law from holding the office of director in any company; or
(g) if the Executive resigns as a director of the Company or any Group Company otherwise than at the request of the Company.
TERMINATION BY EVENTS OF DEFAULT. 12.1 The Appointment shall be subject to summary termination at any time by the Company by notice in writing if the Executive shall:-
(a) have committed any serious breach or (after warning in writing) any repeated or continued material breach of his obligations hereunder; or
(b) have committed an act of gross misconduct in connection with the performance of his duties, as determined by the Board, or have demonstrated habitual negligence in the performance of his duties, as determined by the Board; or
(c) shall have been guilty of any act of dishonesty or serious misconduct or any conduct which in the reasonable opinion of the Board tends to bring the Executive, the Company or any of the Group Companies into disrepute including but not limited to any serious breach of the Company’s Code of Business Conduct; or
(d) be convicted of any criminal offence (excluding an offence under the road traffic legislation in the United Kingdom or elsewhere for which the Executive is not sentenced to any term of imprisonment, whether suspended or not ); or
(e) be incapacitated during the Appointment by ill-health or accident from performing his duties hereunder [and under his employment agreement with LGS II] for an aggregate of 130 working days or more in any period of 12 months provided that this clause 12.1(e) shall not apply if the Executive then qualifies for permanent health insurance benefits and terminating his Appointment would deprive the Executive of permanent health insurance benefits under clause 8.2.
12.2 Any delay by the Company in exercising such right of termination shall not constitute a waiver thereof provided such delay does not extend beyond 12 months after grounds for termination are known to the Company.
TERMINATION BY EVENTS OF DEFAULT. The Appointment shall be subject to summary termination at any time by the Company by notice in writing if the Executive shall have committed any serious breach or (after warning in writing) any repeated or continued material breach of the obligations hereunder or shall have been guilty of any act of dishonesty or serious misconduct or shall be declared bankrupt or shall compound with his creditors. Any delay by the Company in exercising such right to termination shall not constitute a waiver thereof.
TERMINATION BY EVENTS OF DEFAULT. 7.1 Notwithstanding any other provision of this Agreement, the Company shall be entitled to terminate the engagement of the Services with immediate effect without any compensation to the Consultant, if the Consultant shall at any time:
(a) fail or neglect to discharge the Services or is guilty of any breach of the obligations under this Agreement (and to the extent that such breach is capable of remedy, shall fail to remedy such breach within fourteen (14) days after notice is given by the Company);
(b) becomes bankrupt or makes any arrangement or composition with or for the benefit of his creditors;
(c) becomes of unsound mind or become a patient under the Mental Health Ordinance (Chapter 136 of the laws of Hong Kong); or
(d) by his acts or omissions (whether in the course of his duties or otherwise) (in the opinion of the board of directors of the Company) brings or is likely or calculated to bring himself, the name or reputation of the Company or any Group Company into disrepute or to prejudice the interests of the business of the Company or any Group Company.
7.2 Without prejudice to any accrued rights or remedies of the Company under or pursuant to this Agreement, the Company may, at any time during the Term, terminate this Agreement forthwith without cause.
7.3 The Parties may terminate this Agreement by mutual agreement in writing.
TERMINATION BY EVENTS OF DEFAULT. 15.1 The Company may terminate the Appointment with immediate effect and without notice or payment in lieu of notice or payment of any compensation or liquidated damages if the Executive:
(a) is guilty of gross misconduct or commits any serious or (after warning) repeated or continued material breach of his obligations, including without limitation fiduciary or statutory duties;
(b) commits any material breach of this agreement other than a breach which is capable of remedy and is remedied forthwith by the Executive at the Company’s request to the reasonable satisfaction of the Company;
(c) becomes bankrupt or makes any arrangement or composition with or for the benefit of his creditors;
(d) is convicted of any criminal offence (including for the avoidance of doubt insider dealing) (other than an offence under any road traffic legislation in the Jersey or elsewhere for which a fine or non-custodial penalty is imposed);
(e) is disqualified from holding any Office (including for the avoidance of doubt trusteeship) which he holds in the Group Company or resigns from such Office without the prior written approval of the Board;
(f) is guilty of any financial dishonesty, including without limitation, fraud or the misappropriation of funds or property of the Company or Group, or an attempt to secure any personal profit related to the business or the business opportunities of the Company or Group without the informed written approval of the Board;
(g) becomes of unsound mind or a patient under any statute relating to mental health;
(h) by his acts or omissions (whether in the course of his duties or otherwise) (in the reasonable opinion of the Board) brings or is likely or calculated to bring himself, the name or reputation of the Company or any Group Company into disrepute or to prejudice the interests of the business of the Company or any Group Company in a material respect;
(i) is guilty of a material breach of any Regulatory Requirement or any other regulatory authority relevant to the business of the Company or any Group Company with which the Executive is concerned or any policy of the Company or any Group Company which material breach is not remedied to the reasonable satisfaction of the Company within 30 days of written notice; or
(j) becomes permanently incapacitated by accident or ill-health from performing his duties under this agreement and for the purposes of this sub-clause incapacity for three consecutive months or an aggregate period of six months ...
TERMINATION BY EVENTS OF DEFAULT. 12.1 The Appointment shall be subject to summary termination at any time by the Company by notice in writing if the Executive shall:-
(a) have committed any serious breach or (after warning in writing) any repeated or continued material breach of the obligations hereunder; or
(b) shall have been guilty of any act of dishonesty or serious misconduct or any conduct which in the reasonable opinion of the Board of Directors of the Company tends to bring the Executive, the Company or any of the Group Companies into disrepute including but not limited to any breach of the Company's Code of Business Conduct as set out in Schedule 2; or
(c) shall be declared bankrupt or shall compound with his creditors;
(d) be convicted of any criminal offence (excluding an offence under the road traffic legislation in the United Kingdom or elsewhere for which the Executive is not sentenced to any term of imprisonment, whether suspended or not );
(e) be incapacitated during the Appointment by ill-health or accident from performing his duties hereunder for an aggregate of 130 working days or more in any period of 12 months provided that this clause 12.1(f) shall not apply if using it would deprive the Executive of any permanent health insurance benefits under Clause 8.2.
12.2 Any delay by the Company in exercising such right to termination shall not constitute a waiver thereof.
TERMINATION BY EVENTS OF DEFAULT. 12.1 The Company may terminate the Appointment by notice but with immediate effect if the Executive:
(a) is guilty of gross misconduct or commits any serious or (after warning) repeated or continued material breach of his obligations to the Company (other than by reason of absence due to illness or injury);
(b) becomes bankrupt or makes any arrangement or composition with or for the benefit of his creditors;
(c) is convicted of any criminal offence (other than an offence under any road traffic legislation in the United Kingdom or elsewhere for which a fine or non-custodial penalty is imposed) or any offence under any regulation or legislation relating to insider dealing;
(d) is disqualified from holding any office which he is required to hold in any Group Company or resigns from such office without the prior written approval of the Company;
(e) becomes of unsound mind or a patient under any statute relating to mental health;
(f) becomes addicted to alcohol or drugs to an extent which in the reasonable opinion of the Board is likely to affect the proper performance of his duties hereunder;
(g) does anything (in the course of his duties or otherwise) which in the reasonable opinion of the Board does actually or might reasonably be expected to bring himself or any Group Company into disrepute or prejudice the interests of any Group Company;
(h) acts in a way which is in the reasonable opinion of the Board materially adverse to the interests of any Group Company;
(i) is prevented by illness, injury or other incapacity from fully performing his obligations to the Company for an aggregate of 180 days in any period of 12 months provided that the Company shall not terminate the Appointment under this clause 12.1(i) solely on grounds of the Executive’s illness, injury or incapacity where to do so would cause the Executive to forfeit existing or prospective benefits under clause 6.6; or
(j) is guilty of a serious breach of the rules and regulations as amended from time to time of the UK Listing Authority (including the Model Code for transactions in securities by directors of listed companies), the Financial Services Authority or any regulatory authority relevant to the business of any Group Company or any compliance manual or code of practice issued by the Company (as amended from time to time).
12.2 Any delay by the Company in exercising such right to terminate shall not constitute a waiver thereof.
TERMINATION BY EVENTS OF DEFAULT. 19.1. The Company may terminate the Employment immediately by written notice if the Executive:
19.1.1. has not performed his duties under this agreement to the standard required by the Board;
19.1.2. commits any serious or persistent breach of his obligations under this agreement; or
19.1.3. does not discharge his duties efficiently and diligently; or
19.1.4. does not comply with any term of this agreement; or
19.1.5. does not comply with any lawful order or direction given to him by the Board; or
19.1.6. is guilty of any gross misconduct or conducts himself (whether in connection with the Employment or not) in a way which is harmful to any Group Company; or
19.1.7. is guilty of dishonesty or is convicted of an offence (other than a motoring offence which does not result in imprisonment) whether in connection with the Employment or not; or
19.1.8. commits (or is reasonably believed by the Board to have committed) a breach of any legislation in force which may affect or relate to the business of any Group Company; or
19.1.9. becomes of unsound mind, is bankrupted or has a receiving order made against him or makes any general composition with his creditors or takes advantage of any statute affording relief for insolvent debtors; or
19.1.10. becomes disqualified from being a director of a company [or the Executive’s directorship of the Company terminates without the consent or concurrence of the Company].
19.2. The Executive will have no claim for damages or any other remedy against the Company if the Employment is terminated for any of the reasons set out in clause 19.1.
19.3. Any delay by the Company in exercising such right to terminate shall not constitute a waiver thereof. 13
TERMINATION BY EVENTS OF DEFAULT. 13.1 The Appointment shall be subject to summary termination at any time by the Company by notice in writing if the Executive shall:-
(a) have committed any serious breach or (after warning in writing) any repeated or continued material breach of the obligations hereunder; or
(b) in the reasonable opinion of the Board have failed to perform his duties to a satisfactory standard; or
(c) shall have been guilty of any act of dishonesty or serious misconduct or any conduct which in the reasonable opinion of the Board tends to bring himself, the Company or any of the Group Companies into disrepute including but not limited to any breach of the companies' Conflict of Interest and Integrity Policy as set out in Schedule 3; or
(d) shall be declared bankrupt or shall compound with his creditors;
13.2 be convicted for activity of a criminal or legal nature under the laws of the Countries of the United Kingdom and the Netherlands (excluding road traffic offences).
13.3 Any delay by the Company in exercising such right to termination shall not constitute a waiver thereof.
TERMINATION BY EVENTS OF DEFAULT. 7.1 If the Consultant shall have committed a breach of this agreement which is not capable of remedy or, if capable of remedy, shall have failed to remedy such a breach within 30 days of being notified of such breach by the Company, the Company may at any time without prejudice to any rights or claims it may have against the Consultant by notice in writing terminate this agreement with immediate effect and without any liability to pay any compensation, damages or fees in relation to any period after the date on which this agreement is terminated if at any time the Consultant shall:—
7.1.1 become bankrupt or compound with his creditors or suffer execution against his effects; or
7.1.2 be prohibited by law from holding the office of director in any company; or
7.1.3 be guilty of gross default or misconduct affecting the business of the Company; or
7.1.4 wilfully neglect to carry out the Consultant’s duties; or
7.1.5 commit any fundamental breach of any part of this agreement or its or his respective obligations under it; or
7.1.6 become incapacitated from performing his duties under this agreement by reason of illness, injury or otherwise for a consecutive period exceeding 3 months;
7.1.7 have conducted himself or itself in any manner which, in the reasonable opinion of the Company, has brought or is likely to bring the Company into disrepute.
7.2 The Consultant may at any time without prejudice to any rights or claims he may have against the Company by notice in writing terminate this agreement with immediate effect if the Company shall have committed a breach of this agreement which is not capable of remedy or, if capable of remedy, shall have failed to remedy such a breach within 14 days of being notified of such breach by the Consultant.