Common use of With Justifiable Cause Clause in Contracts

With Justifiable Cause. Upon ten (10) days' prior written notice to Executive, upon the determination by the Board of Directors that there is Justifiable Cause (as hereinafter defined) for such termination. For the purposes hereof, the term "Justifiable Cause" shall mean: (i) any repeated deliberate and willful refusal to perform, or failure to perform, any of the duties pursuant to this Agreement where such conduct shall not have ceased within ten (10) days following written warning from the Company; (ii) Executive's conviction (which, through lapse of time or otherwise, is not subject to appeal) of any crime or offense involving money or other property of the Company or its subsidiaries or affiliates or which constitutes a felony in the jurisdiction involved; (iii) Executive's performance of any act as to which if Executive were prosecuted and convicted, a crime or offense, involving money or property of the Company or its subsidiaries or affiliates, or a crime or offense constituting a felony in the jurisdiction involved, would have occurred; (iv) any unauthorized disclosure by Executive to any person, firm or corporation of any confidential information or trade secret of the Company or any of its subsidiaries or affiliates when Executive knew or should have reason to know that such information was confidential information or a trade secret of the Company; or (v) Executive's willful, knowing and intentional acts designed to secure personal profit in connection with the business of the Company or any of its subsidiaries and affiliates, or (vi) the engaging by Executive in any business other than the business of the Company which unreasonably interferes with the performance of his duties hereunder. Upon termination of Executive's employment for Justifiable Cause, this Agreement shall terminate immediately and Executive shall not be entitled to any amounts or benefits hereunder (excluding the stock grant set forth in Section 4 to the extent then vested, which stock grant shall be subject to the terms of the Restricted Stock Grant Agreement) other than such portion of Executive's annual salary, unused accrued vacation time, and reimbursement of expenses pursuant to Section 5 hereof as have been accrued through the date of his termination of employment.