Grouped Into 1 Collection of Similar Clauses From Business Contracts
This page contains Certain Terms Defined clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Certain Terms Defined. For purposes of this Agreement: A) Employee shall be deemed to be disabled if a physical or mental condition shall occur and persist which, in the written opinion of two (2) 2 of 10 licensed physicians, has rendered Employee unable to perform his assigned duties for a period of ninety (90) calendar days or more, and which condition, in the opinion of such physicians, is likely to continue for an indefinite period of time, rendering Employee unable to return to his duties for CSL. One (1) of the ...two (2) physicians shall be selected in good faith by the Board of Directors of CSL, and the other of the two (2) physicians shall be selected in good faith by Employee. In the event that the two (2) physicians selected do not agree as to whether Employee is disabled, as described above, then said two (2) physicians shall mutually agree upon a third (3rd) physician whose written opinion as to Employee's condition shall be conclusive upon CSL and Employee for purposes of this Agreement. B) A termination of Employee's employment by CSL shall be deemed to be "for cause" if it is based upon (i) Employee is charged with and then convicted of any misdemeanor or any felony involving personal dishonesty, (ii) disloyalty by Employee to the Company, including but not limited to embezzlement, or (iii) Employee's failure or refusal to perform his duties in accordance with this Agreement. C) A resignation by Employee shall not be deemed to be voluntary, and shall be deemed to be a resignation for "good reason" if it is based upon (i) a material diminution in Employee's duties or base salary, which is not part of an overall diminution for all executive officers of the Company, or (ii) a material breach by the Company of the Company's obligations to Employee under this Agreement.View More
Certain Terms Defined. For purposes of this Agreement: A) Employee shall be deemed to be disabled if a physical or mental condition shall occur and persist which, in the written opinion of two (2) 2 of 10 licensed physicians, has rendered Employee unable to perform his assigned duties for a period of ninety (90) calendar days or more, and which condition, in the opinion of such physicians, is likely to continue for an indefinite period of time, rendering Employee unable to return to his duties for CSL. One (1) of the ...two (2) physicians shall be selected in good faith by the Board of Directors of CSL, Board, and the other of the two (2) physicians shall be selected in good faith by Employee. In the event that the two (2) physicians selected do not agree as to whether Employee is disabled, as described above, then said two (2) physicians shall mutually agree upon a third (3rd) physician whose written opinion as to Employee's condition shall be conclusive upon CSL and Employee for purposes of this Agreement. B) A termination of Employee's employment by CSL shall be deemed to be "for cause" if it is based upon the Company or the Board makes a reasonable determination that Employee has (i) Employee is charged with and then convicted of been indicted for any felony, or a misdemeanor or any felony involving personal dishonesty, (ii) committed an act of disloyalty by Employee to the Company, Company or its affiliates, including but not limited to embezzlement, misuse or diversion of funds, or material misrepresentations or concealments on any reports submitted to the Company, (iii) Employee's failure or refusal materially failed to perform his job duties, exhibits chronic absenteeism not due to disability, or failed to follow or comply with the lawful directives of the Company, the Board or the CEO in the case of this subsection (iii) after Employee shall have been informed, in writing, of such performance issues and given a period of thirty (30) days to remedy the same, or (iv) used alcohol or drugs during the performance of Employee's duties in accordance with this Agreement. a manner that materially and adversely affects Employee's performance of his duties. C) A resignation by Employee shall not be deemed to be voluntary, and shall be deemed to be a resignation for "good reason" if it is based upon (i) a material diminution in Employee's duties or base salary, which is not part of an overall diminution for all executive officers of the Company, Company or its affiliates, or (ii) a material breach by the Company CSL of the Company's obligations to Employee under this Agreement. Notwithstanding the foregoing, Employee shall not have the right to terminate the Employee's employment hereunder for good reason unless (A) within sixty (60) days of the initial existence of the condition or conditions giving rise to such right, Employee provides written notice to the Company of the existence of such condition or conditions, and (B) the Company fails to remedy such condition or conditions within thirty (30) days following the receipt of such written notice. If any such condition is not remedied within such thirty (30)-day period, Employee may provide a notice of his resignation for good reason. View More
