Business Reasons

Example Definitions of "Business Reasons"
Business Reasons. Means (i) gross negligence, willful misconduct or other willful malfeasance by Executive in the performance of his duties, (ii) -9- Executive's conviction of a felony, or an other criminal offense involving moral turpitude, (iii) Executive's material breach of this Agreement, including without limitation any repeated breach of Sections 9 through 12 hereof, provided that, in the case of any such breach, the Board provides written notice of breach to the... Executive, specifically identifying the manner in which the Board believes that Executive has materially breached this Agreement, and Executive shall have the opportunity to cure such breach to the reasonable satisfaction of the Board within thirty (30) days following the delivery of such notice. For purpose of this paragraph, no act or failure to act by Executive shall be considered "willful" unless done or omitted to be done by Executive in bad faith or without reasonable belief that Executive's action or omission was in the best interests of the Company or its affiliates. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or based upon the advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by Executive in good faith and in the best interests of the Company. The Board must notify Executive of any event constituting Business Reasons within ninety (90) days following the Board's actual knowledge of its existence (which period shall be extended during the period of any reasonable investigation conducted in good faith by or on behalf of the Board) or such event shall not constitute Business Reasons under this Agreement. View More Arrow
Found in Gartner Inc contract
Business Reasons. Means (i) gross negligence, willful misconduct or other willful malfeasance by Executive in the performance of his duties, (ii) -9- Executive's conviction of a felony, or an other criminal offense involving moral turpitude, or (iii) Executive's material breach of this Agreement, including without limitation any repeated breach of Sections 9 through 12 hereof, provided that, in the case of any such breach, clauses (i) or (iii) above, the Board provides written notice of breach such "Business... Reason" to the Executive, specifically identifying the manner in circumstance(s) which the Board believes that Executive has materially breached this Agreement, constitute such "Business Reason", and Executive shall will have the opportunity to cure such breach circumstances to the reasonable satisfaction of the Board within thirty (30) days following the delivery of such notice. notice; provided, further, that at the conclusion of such thirty (30) day cure period, the final determination of the occurrence of "Business Reasons" and/or the effectiveness of any such cure, will be made at a meeting of the 10 Board at which Executive (and, at Executive's option, his counsel) will have had a right to participate. For purpose of this paragraph, no act or failure to act by Executive shall will be considered "willful" unless done or omitted to be done by Executive in bad faith or without reasonable belief that Executive's action or omission was in the best interests of the Company or its affiliates. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or based upon the advice of counsel for the Company shall will be conclusively presumed to be done, or omitted to be done, by Executive in good faith and in the best interests of the Company. The Board must notify Executive of any event constituting Business Reasons within ninety (90) days following the Board's any Board member's (excluding Executive) actual knowledge of its existence (which period shall will be extended during the period of any reasonable investigation conducted in good faith by or on behalf of the Board) or such event shall will not constitute Business Reasons under this Agreement. View More Arrow
Found in Gartner Inc contract
View Variation Arrow
Business Reasons. Shall mean (i) any act of personal dishonesty taken by Executive in connection with his responsibilities as an employee and intended to result in substantial personal enrichment of Executive, (ii) commission of a felony or other offense which involves moral turpitude or is otherwise injurious to the Company, (iii) a willful act by Executive which constitutes gross misconduct and which is injurious to the Company, (iv) material breach of this Agreement by Executive, including (A) any material... breach of the provisions of Sections 8, 9 or 10 hereof, or (B) continued violation by Executive of Executive's obligations under Section 1 of this Agreement that are demonstrably willful and deliberate on Executive's part after there has been delivered to Executive a written demand for performance from the Company which describes the basis for the Company's belief that Executive has not substantially performed his duties. View More Arrow
Found in HIGH SPEED ACCESS CORP contract
All Definitions