Termination for Cause Contract Clauses (409)

Termination for Cause. Notwithstanding anything to the contrary in the Plan or the Time-Vested RFU Agreement, "Cause" shall be defined as set forth in the Plan, regardless of whether the termination is considered a fair termination (i.e. "despido procedente") under Spanish legislation.

Termination for Cause. "Cause" shall be defined as indicated in Section 7 of the Agreement, irrespective of whether the termination is or is not considered a fair termination (i.e., "despido procedente") under Spanish legislation.

Termination for Cause. The Company, on recommendation from the Board, may terminate the employment of the Employee hereunder at any time during the Employment Period for Cause (such termination being hereinafter referred to as a "Termination for Cause") by giving the Employee notice of such termination, upon the giving of which such termination shall take effect immediately. For the purposes of this Agreement, "Cause" means any one of the following grounds: (i) repeated drunkenness or use of illegal drugs which advers...ely interferes with the performance of the Employee's obligations and duties in the Company; (ii) the Employee's conviction of a felony, or any crime involving fraud or misrepresentation or violation of applicable securities laws; (iii) gross mismanagement by the Employee of the business and affairs of the Company or any subsidiary of the Company which is reasonably likely to result in a material loss to the Company or any subsidiary of the Company; (iv) material violation of any material terms of this Agreement or the Compliance Agreement (as defined below), which material violation has not been cured (if it is capable of being cured) within thirty (30) days after the Employee receives written notice of such violation; or (v) a conclusive finding by an independent fact finder appointed by the Board for any wilful misconduct or dishonesty by the Employee which is materially detrimental to the interests and well-being of the Company or any subsidiary of the Company, including, without limitation, harm to its business or reputation. View More

Termination for Cause. The Company may immediately terminate the employment relationship for Cause, and such termination shall be effective as of the time of notice of the same. "Cause" means herein (a) conviction of any felony by the Employee involving moral turpitude affecting the Company or its affiliates or any crime involving fraud; (b) action taken by the Employee intentionally to materially harm the Company or its affiliates; (c) embezzlement of funds of the Company or its affiliates by the Employee; (d) falsif...ication of Company's or its affiliates' records or reports by the Employee; (e) ownership by the Employee, direct or indirect, of an interest in a person or entity (other than a minority interest in a publicly traded company) in competition with the products or services of the Company or its affiliates, including those products or services contemplated in a plan adopted by the Company or its affiliates; (f) any material breach of the Employee's fiduciary duties or duties of care to the Company (except for conduct taken in good faith) which, to the extent such breach is curable, has not been cured by Employee within fifteen (15) days after its receipt of notice thereof from Company containing a description of the breach or breaches alleged to have occurred; (g) any material breach of the Proprietary Information, Assignment of Inventions and Non-Competition Agreement attached as Exhibit B by the Employee; and (i) any other act or omission that constitutes "cause" under the laws of the State of Israel. In the event of termination for Cause, the Employee's entitlement to severance pay will be subject to Sections 16 and 17 of the Severance Law. View More

Termination for Cause. The Company, after consultation with the Board of Directors of the Company, may terminate the employment of Executive hereunder at any time for "cause" (such termination being hereinafter referred to as a "Termination for Cause") by giving Executive notice of such termination as described in Section 9.5, and upon the giving of such notice termination shall take effect immediately. For the purpose of this Section 6, "cause" will mean that the Company has determined in its sole discretion that any... of the following occurred: (a) Executive's breach of fiduciary duty or substantial misconduct with respect to the business and affairs of the Company or any subsidiary or affiliate thereof, (b) Executive's neglect of duties or failure to act which can reasonably be expected to materially adversely affect the business or affairs of the Company, the Company or any subsidiary or affiliate thereof, (c) Executive's material breach of this Agreement, or of any provision of the Employee Proprietary Information Agreement which, to the extent curable, is not cured within 15 days after written notice thereof is given to Executive, (d) the commission by Executive of an act involving moral turpitude or fraud, (e) Executive's conviction of any felony, or of any misdemeanor involving fraud, theft, embezzlement, forgery or moral turpitude, (f) other conduct by Executive that is materially harmful to the business or reputation of the Company, including but not limited to conduct found to be in violation of the Company's policies prohibiting harassment or discrimination, or (g) the expiration of this Agreement. View More

Termination for Cause. Sonic Foundry may at any time during the term of this Agreement discharge Employee for "cause." The term "cause" is defined herein as Employee's (i) misappropriation of corporate funds, fraud, embezzlement or other illegal conduct to the detriment of Sonic Foundry, (ii) negligence in the execution of Employee's material assigned duties or Employee's voluntary abandonment of his or her job for any reason other than disability; (iii) refusal or failure, after not less than 20 days written notice t...hat such refusal or failure would constitute a default hereunder, to carry out any reasonable and material direction from the Board of Directors given to him in writing; (iv) conviction of a felony that is substantially related to Employee's position with the Company and/or Employee's duties; (v) material breach or violation of the terms of this Agreement, which breach or violation shall not have been fully cured (as determined by the Board of Directors acting in good faith) by Employee within 20 days after receipt of written notice of the same from the Board of Directors; (vi) Employee's death or disability that renders Employee unable to perform the essential functions of Employee's position with or without a reasonable accommodation (except that, in the event of Employee's inability to work as a result of disability, Sonic Foundry may, at Employee's request, prior to discharge, grant Employee a leave of absence of up to six months or such longer period of time as may be required by law); or (vii) Employee's engagement in drug or alcohol abuse. Employee shall be terminated only following a finding of "cause" in a resolution adopted by majority vote of the Board of Directors of Sonic Foundry. (b)No Rights Following Cause Termination. Following a termination of Employee's employment with Sonic Foundry for "cause" pursuant to Paragraph 7(a) : (i) all rights and liabilities of the parties hereto shall cease and this Agreement shall be terminated (except for the continuing obligations of Employee as set forth in Paragraph Nos. 6, 10, 11, 12, and 19 herein); and (ii) Employee shall not be entitled to receive any severance benefits, salary, other benefits or compensation of any kind (except for health insurance continuation as required by COBRA and salary accrued through the date of termination) either as consideration for his employment or in connection with the termination of his employment. In the event that Employee voluntarily terminates Employee's employment and asserts that the termination was actually a constructive termination, Sonic Foundry shall be entitled to treat that termination as a termination for "cause" in the event that there are any grounds present at the time of such termination that the Board of Directors could have asserted in support of a for "cause" termination. Notwithstanding the above, in the event of Employee's death or disability, Employee or his legal representative or estate shall have one year from the date of death or disability to exercise all stock options which were vested upon such date of death or disability. View More