Common use of Termination by the Board Clause in Contracts

Termination by the Board. The Board may terminate this Agreement after sixty (60) days prior written notice to EMAN upon the occurrence of any of the following: 1. If EMAN shall cease to be approved by the Authorizer to render services under this Agreement; 2. In the event that EMAN or any of its Shareholders, and/or Board of Directors shall be guilty of felony or fraud, gross dishonesty, or other act of gross misconduct in the rendering of services under the Agreement; 3. In the event that EMAN fails to remedy a material breach of its duties or obligations under this Agreement within sixty (60) days after written notice of the breach is provided to EMAN by Academy; 4. In the event the Authorizer determines to exercise its prerogative under MCL 380.507(7) and Section 9.3 hereof to reconstitute the Academy by requiring the termination or amendment of the ESP Agreement, with no cost or penalty to the Academy, and no recourse to the University or any third party affiliated with or engaged by the Authorizer, by the ESP or any subcontracted person or entity of the ESP. Upon such termination, EMAN shall have the option to reclaim any usable property or equipment (e.g. copy machines, personal computers) installed by EMAN and not paid for by the Academy or to reclaim the depreciated cost of such equipment. Provided, however, all textbooks and instructional materials and any office operating assets, to the extent paid for by the Academy shall remain the property of the Academy. Costs related to the operation of the Academy up to the date of termination shall be reimbursed to EMAN. Notwithstanding the foregoing, this Agreement may be terminated by either party immediately in the event that the Contract is revoked or terminated by the Authorizer for any reason. In addition, this Agreement may also be terminated by either party immediately in the event the other party is declared bankrupt or insolvent, or makes an assignment for the benefit of its creditors, or if a receiver is appointed or any proceedings are commenced, voluntary or involuntary, by or against such party under bankruptcy or similar law and such status is not cured within sixty (60) days from its occurrence. The ESP shall notify the Board if any principal or officer of the ESP, or the ESP (including any related organizations or organizations in which a principal or officer of the ESP served as a principal or officer) as a corporate entity, has filed for bankruptcy protection in the last six (6) months or within any applicable preference period, whichever is longer.

Termination by the Board. The Board may terminate this Agreement after sixty Agreement, prior to its expiration, without compensation to the Superintendent for the reasons set forth in subsections A through G below: A. If the Superintendent is unable to perform his duties, with reasonable accommodation as provided by the Americans with Disabilities Act (60ADA), as a result of sickness, illness, injury or disability for a period of two (2) consecutive months immediately following the exhaustion of his sick leave and vacation entitlement; B. If the Superintendent becomes uncertified as a Superintendent of Schools in New York State; C. If the Superintendent resigns upon at least ninety (90) days prior advance written notice to EMAN upon the occurrence Board; D. If the Superintendent dies during the term of any of the following: 1. If EMAN shall cease to be approved by the Authorizer to render services under this Agreement;; or 2. In E. For cause, pursuant to the event that EMAN or any of its Shareholders, and/or Board of Directors following provisions: The Superintendent shall be guilty subject to discipline or discharge for cause at any time provided, however, that the Board does not arbitrarily or capriciously call for his dismissal. "Just Cause" shall be defined to include, but not be limited to, misconduct, incompetence, insubordination, neglect of felony or fraudduties, gross dishonesty, or other act of gross misconduct in the rendering of services under the Agreement; 3immoral or unprofessional conduct. In the event that EMAN fails to remedy a material breach of its duties or obligations under this Agreement within sixty (60) days after written notice of the breach is provided to EMAN by Academy; 4. In the event the Authorizer determines to exercise its prerogative under MCL 380.507(7) and Section 9.3 hereof to reconstitute the Academy by requiring the termination or amendment of the ESP Agreement, with no cost or penalty to the Academy, and no recourse to the University or any third party affiliated with or engaged by the Authorizer, by the ESP or any subcontracted person or entity of the ESP. Upon such termination, EMAN The Superintendent shall have the option right to reclaim any usable property or equipment service of written charges, notices of hearing, and a fair hearing conducted by an impartial hearing officer selected by mutual agreement with the Board, who shall be an attorney duly licensed to practice in New York State. If the parties are unable to agree upon the selection of a hearing officer within five (e.g. copy machines5) workdays of service of charges, personal computers) installed the matter will be referred to the American Arbitration Association and its procedures for selection of a hearing officer with the qualifications noted above. If the Superintendent chooses to be accompanied by EMAN legal counsel at the hearing, said legal expenses will be the responsibility of the Superintendent. Upon the conclusion of the hearing, the written findings of fact and not paid for recommendations of the hearing officer shall be forwarded to the Board and the Superintendent. The Board shall have the right to make a final decision as to the charges and penalties, if any. The decision of the Board shall be final and binding upon the parties, subject only to review on appeal by the Academy or to reclaim the depreciated cost Commissioner of such equipment. Provided, however, all textbooks and instructional materials and any office operating assets, to the extent paid for by the Academy shall remain the property of the Academy. Costs related to the operation of the Academy up to the date of termination shall be reimbursed to EMAN. Notwithstanding the foregoing, this Agreement may be terminated by either party immediately in the event that the Contract is revoked or terminated by the Authorizer for any reason. In addition, this Agreement may also be terminated by either party immediately in the event the other party is declared bankrupt or insolvent, or makes an assignment for the benefit of its creditors, or if a receiver is appointed or any proceedings are commenced, voluntary or involuntary, by or against such party under bankruptcy or similar law and such status is not cured within sixty (60) days from its occurrence. The ESP shall notify the Board if any principal or officer of the ESP, Education or the ESP (including any related organizations or organizations in which a principal or officer of the ESP served as a principal or officer) as a corporate entity, has filed for bankruptcy protection in the last six (6) months or within any applicable preference period, whichever is longercourts.