Termination for Due Cause Clause Samples

The Termination for Due Cause clause allows one party to end a contract if the other party commits a significant breach or fails to fulfill essential obligations. Typically, this clause outlines specific events or behaviors—such as non-payment, violation of laws, or repeated poor performance—that justify immediate termination. Its core function is to provide a clear, enforceable mechanism for ending the agreement when serious problems arise, thereby protecting parties from ongoing harm or risk due to the other’s misconduct.
Termination for Due Cause. The Employment Period may be terminated for Due Cause only for the following reasons and upon the terms and conditions set forth in this Section 3.2. The Company, by a vote of a majority of the Board of Directors (a “Termination Vote”) may terminate the Employment Period, effective upon written notice of such termination to Executive, such notice made pursuant to Section 7 herein, in the event of (i) a material breach by Executive of his fiduciary duty or duty of loyalty to Company or of his covenants under this Agreement if such material breach is not remedied within fifteen (15) calendar days following written notice by the Company; (ii) the failure of Executive to comply with any material term of this Agreement which materially adversely affects the Company; (iii) commission by Executive of theft or embezzlement of property of the Company or other acts of dishonesty of a material nature and/or commission by Executive of a crime resulting in a material injury to the businesses, properties or reputations of the Company or any of its affiliates; (iv) commission of an act by Executive in the performance of his duties hereunder reasonably determined by a majority of the board of directors of the Company to constitute gross, willful or wanton negligence; (v) willful refusal to perform or substantial neglect of the duties assigned to Executive pursuant to Section 1 of this Agreement if such refusal or neglect is not remedied within fifteen (15) calendar days following written notice by the Company; or (vi) any significant violation of any statutory or common law duty of loyalty to the Company or its affiliates. All compensation paid to Executive shall immediately cease upon termination for Due Cause hereunder except accrued and unpaid compensation and all unvested Stock Options shall immediately expire.
Termination for Due Cause. Notwithstanding anything else in this Agreement, if the Participant engages in conduct that constitutes Due Cause at any time during the Participant’s employment or other association or thereafter, the Option shall immediately terminate, and the Participant shall immediately and irrevocably: a. forfeit the portion of the Option not yet exercised; and b. forfeit all Shares delivered, or otherwise subject to delivery, upon exercise of the Option on or after the Participant first engages conduct that constitutes Due Cause as determined in the Committee’s sole discretion, upon refund by the Company of the Exercise Price to the extent paid. For purposes of this Agreement, “Due Cause” has the meaning ascribed to this term in the Participant’s Loyalty Agreement (in the case of SVPs) or Employment Agreement (in the case of CEO/EVPs).
Termination for Due Cause. The Employment Period may be terminated by the Company for “Due Cause”, meaning any of the following: (i) a material breach by Executive of his covenants under this Agreement if such material breach is not remedied within fifteen (15) calendar days following written notice thereof from the Company or any Director of the Company, or, if the breach cannot be remedied within fifteen (15) days, such longer time (not to exceed forty-five (45) days) as may be reasonably necessary for Executive to remedy such breach if Executive commences and diligently pursues efforts to remedy such breach; (ii) commission by Executive of a felony, or of theft or embezzlement of property of the Company; (iii) actions by Executive (other than actions taken with the approval of the Board) which result in a material injury to the businesses, properties or reputation of the Company or any of its subsidiaries; (iv) refusal to perform or substantial neglect of the duties assigned to Executive pursuant to Section 1 of this Agreement if such refusal or neglect is not remedied within fifteen (15) calendar days following written notice thereof from the Company or any Director of the Company; or (v) any material violation of any statutory or common law duty of loyalty to the Company. All compensation to Executive under this Agreement shall immediately terminate upon the effective date of any termination of the Employment Period for Due Cause hereunder (other than any earned but unpaid salary, bonus and vacation in accordance with Sections 3 and 4, respectively, herein for the period ending on the date of termination) and all vested and unvested “Stock Options” (as defined in Section 5) as of such date shall immediately expire, terminate and be of no further force or effect; provided, however, that if the Employment Period is terminated for a reason stated in clause (ii) or clause (iii) (or both) and no other reason is given, and it shall be subsequently determined by a final decision of a court or arbitrator having jurisdiction that Executive did not commit the alleged acts in question, or, in the case of clause (iii) that the acts did not result in a material injury to the businesses, properties or reputation of the Company or any of its subsidiaries, then such vested and unvested Stock Options shall be restored to Executive and he shall be treated as having been terminated pursuant to Section 8(f) for the purposes of his rights with respect to such Stock Options, except that the one year...
Termination for Due Cause. The Employment Period may only be terminated by the Company for Due Cause. The Company, by a vote of a majority of the Board of Directors (a “Termination Vote”) may terminate the Employment Period for Due Cause, effective upon written notice of such termination to Executive, in the event of Due Cause as defined by (i) a material breach by Executive of his covenants under this Agreement if such material breach is not remedied within sixty (60) calendar days following written notice by the Company; (ii) conviction in a court of law by Executive of theft or embezzlement of property of the Company and/or conviction by Executive of a felony crime resulting in a material injury to the businesses, properties of the Company or any of its affiliates; All compensation paid to Executive shall immediately cease upon termination for Due Cause hereunder except accrued and unpaid compensation and all unvested Stock Options shall immediately expire.
Termination for Due Cause. UTHSCT may immediately terminate this Agreement for due cause by providing written notice to RESIDENT that the Agreement is terminated. The parties acknowledge and agree that for purposes of this Agreement, the term “due cause” shall be as defined in the Resident Handbook. RESIDENT acknowledges and agrees that the termination procedures specified in the Resident Handbook shall apply to such terminations.
Termination for Due Cause. In the event that ▇▇. ▇▇▇▇▇ is terminated for Due Cause he will not be entitled to any severance payment and Frontier will have all of the rights and remedies available to it at law and in equity.
Termination for Due Cause. The Employment Period may be terminated for “Due Cause” (as defined below) by the Company upon the affirmative vote of a majority of the Board of Managers (a “Termination Vote”). Upon a Termination Vote, a written notice of such termination shall be given to Executive in the manner required by Section 14(d) hereof. For purposes hereof, “Due Cause” shall mean any of the following:
Termination for Due Cause. The Company may only terminate the Employment Period for Due Cause. The Company, by a vote of a majority of the Board of Directors (a “Termination Vote”) may terminate the Employment Period for Due Cause, effective upon written notice of such termination to Executive only in the event of Due Cause as defined by (i) a conviction in a court of law by Executive for theft or embezzlement of property of the Company and/or conviction by Executive of a felony crime resulting in a material injury to the businesses, properties of the Company or any of its affiliates; All compensation paid to Executive shall immediately cease upon termination for Due Cause hereunder except accrued and unpaid compensation and all unvested Stock Options shall immediately expire.
Termination for Due Cause. The Employment Period may be terminated by the Company for Due Cause only for the following reasons and upon the terms and conditions set forth in this Section 3.
Termination for Due Cause. In the event that M▇. ▇▇▇▇▇▇▇ is terminated for Due Cause he will not be entitled to any severance payment, and the Company will have all of the rights and remedies available to it at law and in equity. In such a case, subject to the Company’s rights and remedies, including, without limitation, those of set-off, M▇. ▇▇▇▇▇▇▇ will be paid accrued base salary and vacation through the date of such termination and, for the period that he was employed by the Company during the fiscal year of termination, a bonus to the extent that such bonus has already been earned by M▇. ▇▇▇▇▇▇▇ due to the achievement of specific metrics and is determinable as of the date of termination. Payments under this Section 7 shall become payable as of the date of M▇. ▇▇▇▇▇▇▇’▇ termination for Due Cause, subject to the provisions of Section 9 below.