Termination for Cause Clause Example with 4 Variations from Business Contracts
This page contains Termination for Cause clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Termination for Cause. Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated by the Company for Cause. As used in this Agreement "Cause" shall only mean (i) any action or omission of the Executive which constitutes a breach of this Agreement, (ii) fraud, breach of fiduciary duty, gross negligence, embezzlement or misappropriation as against the Company. Upon any determination by the Company's Board that Cause exists under clause (i) of the preceding sentence, the Compan...y shall cause a special meeting of the Board to be called and held at a time mutually convenient to the Board and Executive. Executive shall have the right to appear before such special meeting of the Board to refute any determination of Cause specified in such notice, and any termination of Executive's employment by reason of such Cause determination shall not be effective until Executive is afforded such opportunity to appear. Any termination shall be made in writing to Executive, which notice shall set forth in detail all acts or omissions upon which the Company is relying for such termination. Upon any termination for cause, the Company shall have no obligation to pay the Executive any compensation or benefits under this Agreement. If Executive is terminated without cause, the Executive shall be entitled to the remaining, regularly scheduled Base Salary under this Agreement. If this Agreement expires and the Company does not offer the Executive a new employment contract, at a compensation level similar to the final year of this agreement, the Company shall pay the Executive severance equal to the Base Salary received in the final year.View More
Variations of a "Termination for Cause" Clause from Business Contracts
Termination for Cause. Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated by the Company for Cause. As used in this Agreement "Cause" shall only mean (i) any action or omission of the Executive which constitutes a breach of this Agreement, (ii) fraud, breach of fiduciary duty, gross negligence, embezzlement or misappropriation as against the Company, (iii) conviction of a felony; material violation of Company policies which causes material reputational or financial h...arm to the Company. Upon any determination by the Company's Board that Cause exists under clause (i) of the preceding sentence, the Company shall cause a special meeting of the Board to be called and held at a time mutually convenient to the Board and Executive. Executive shall have the right to appear before such special meeting of the Board to refute any determination of Cause specified in such notice, and any termination of Executive's employment by reason of such Cause determination shall not be effective until Executive is afforded such opportunity to appear. Any termination shall be made in writing to Executive, which notice shall set forth in detail all acts or omissions upon which the Company is relying for such termination. Upon any termination for cause, the Company shall have no obligation to pay the Executive any compensation or benefits under this Agreement. 3 2. Severance. If Executive is terminated without cause, Cause or voluntarily terminates his employment for Good Reason, the Executive shall be entitled to a lump-sum cash severance payment equivalent to two times his annual base salary in effect immediately preceding termination, but not less than $2.0 million, to be paid within ninety (90) days of his termination and upon receipt of any Company required release to comply with Code Section 409A. In addition, the remaining, regularly scheduled Base Salary under Executive will be entitled to receive a prorated annual cash incentive for the year of termination, subject to satisfying performance criteria, payable consistent with the Company's normal annual cash incentive schedule included in the Company's executive incentive compensation program, attached as Schedule A. All previously granted and unvested time-based and performance-based stock compensation will immediately vest. As used in this Agreement. If Agreement, "Good Reason" shall mean, without the Executive's consent (i) reduction in Executive's base salary, (ii) reduction in Executive's cash bonus opportunity, (iii) reduction in Executive's stock compensation opportunity, (iv) reduction in title, duties or responsibilities, (v) any requirement that the Executive report to anyone other than the Board, (vi) meaningful, involuntary relocation of Executive's principal place of business, or (vii) a material breach of this Agreement expires and by the Company does not offer the Executive a new employment contract, at a compensation level similar to the final year of this agreement, the Company shall pay the Executive severance equal to the Base Salary received in the final year. Company. View More
Termination for Cause. Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated by the Company for Cause. As used in this Agreement "Cause" shall only mean (i) any action or omission of the Executive which constitutes a breach of this Agreement, (ii) fraud, breach of fiduciary duty, gross negligence, embezzlement or misappropriation as against the Company, (iii) conviction of a felony; material violation of Company policies which causes material reputational or financial h...arm to the Company. Upon any determination by the Company's Board that Cause exists under clause (i) of the preceding sentence, the Company shall cause a special meeting of the Board to be called and held at a time mutually convenient to the Board and Executive. Executive shall have the right to appear before such special meeting of the Board to refute any determination of Cause specified in such notice, and any termination of Executive's employment by reason of such Cause determination shall not be effective until Executive is afforded such opportunity to appear. Any termination shall be made in writing to Executive, which notice shall set forth in detail all acts or 3 omissions upon which the Company is relying for such termination. Upon any termination for cause, the Company shall have no obligation to pay the Executive any compensation or benefits under this Agreement. If Executive is terminated without cause, the Executive shall be entitled to the remaining, regularly scheduled Base Salary under this Agreement. If this Agreement expires and the Company does not offer the Executive a new employment contract, at a compensation level similar to the final year of this agreement, the Company shall pay the Executive severance equal to the Base Salary received in the final year.View More
Termination for Cause. Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated by the Company for Cause. As used in this Agreement "Cause" shall only mean (i) any action or omission of the Executive which constitutes a breach of this Agreement, (ii) fraud, breach of fiduciary duty, gross negligence, embezzlement or misappropriation as against the Company, (iii) conviction of a felony; material violation of Company policies which causes material reputational or financial h...arm to the Company. Upon any determination by the Company's Board that Cause exists under clause (i) of 3 the preceding sentence, the Company shall cause a special meeting of the Board to be called and held at a time mutually convenient to the Board and Executive. Executive shall have the right to appear before such special meeting of the Board to refute any determination of Cause specified in such notice, and any termination of Executive's employment by reason of such Cause determination shall not be effective until Executive is afforded such opportunity to appear. Any termination shall be made in writing to Executive, which notice shall set forth in detail all acts or omissions upon which the Company is relying for such termination. Upon any termination for cause, the Company shall have no obligation to pay the Executive any compensation or benefits under this Agreement. If Executive is terminated without cause, the Executive shall be entitled to the remaining, regularly scheduled Base Salary under this Agreement. If this Agreement expires and the Company does not offer the Executive a new employment contract, at a compensation level similar to the final year of this agreement, the Company shall pay the Executive severance equal to the Base Salary received in the final year.View More
Termination for Cause. Notwithstanding anything contained in this Agreement to the contrary, this Agreement may be terminated by the Company for Cause. As used in this Agreement "Cause" shall only mean (i) any action or omission of the Executive which constitutes a breach of this Agreement, (ii) fraud, breach of fiduciary duty, gross negligence, embezzlement or misappropriation as against the Company, (iii) conviction of a felony; material violation of Company policies which causes material reputational or financial h...arm to the Company. Upon any determination by the Company's Board that Cause exists under clause (i) of the preceding sentence, the Company shall cause a special meeting of the Board to be called and held at a time mutually convenient to the Board and Executive. Executive shall have the right to appear before such special meeting of the Board to refute any determination of Cause specified in such notice, and any termination of Executive's employment by reason of such Cause determination shall not be effective until Executive is afforded such opportunity to appear. Any termination shall be made in writing to Executive, which notice shall set forth in detail all acts or omissions upon which the Company is relying for such termination. Upon any termination for cause, the Company shall have no obligation to pay the Executive any compensation or benefits under this Agreement. If Executive is terminated without cause, the Executive shall be entitled to the remaining, regularly scheduled Base Salary under this Agreement. If this Agreement expires and the Company does not offer the Executive a new employment contract, at a compensation level similar to the final year of this agreement, the Company shall pay the Executive severance equal to the Base Salary received in the final year.View More
