Due Cause

Due Cause. Shall mean (x) the Executive has committed a willful, serious act, such as embezzlement, against the Company intending to unjustly enrich himself at the expense of the Company or has been convicted of a felony involving moral turpitude or (y) the Executive, in carrying out his duties to the Company, has been found guilty of (i) willful, gross neglect or (ii) willful, gross misconduct resulting in either case in material harm to the Company. Notwithstanding the foregoing, no termination of the... Executive's employment by the Company shall be treated as for Due Cause or be effective until and unless all of the steps described in the following clauses (i) through (iii) have been complied with: (i) notice of intention to terminate for Due Cause has been given by the Company within 120 days after the Board of Directors learns of the fact, failure or event (or latest in a series of a cts, failures or events) constituting "Cause"; (ii) the Board of Directors of the Company has voted (at a meeting of the Board duly called and held as to which termination of the Executive is an agenda item) to terminate the Executive for Due Cause after the Executive has been given notice of the particular acts or circumstances which are the basis for the termination for Due Cause and has been afforded at least 20 days' notice of the meeting and an opportunity to present his position in writing; and (iii) the Board of Directors of the Company has given a Notice of Termination to the Executive within 20 days of such Board meeting. The Company may suspend the Executive with pay at any time during the period commencing with the giving of notice to the Executive under clause (i) above until final Notice of Termination is given under clause (iii) above. View More

Due Cause. Means: (i) the Employee's final conviction of a felony crime that enriched the Employee at the expense of the Company; or (ii) the Employee has deliberately and intentionally refused to carry out his duties in gross dereliction of those duties and, after receiving written notice to such effect from the Company, has failed to cure the existing problem within five days. For purposes of determining whether Due Cause has occurred, no act or failure to act on the part of the Employee shall be... considered "deliberate and intentional" unless it is taken or omitted to be taken by the Employee in bad faith or without a reasonable belief that the Employee's act or omission was in the best interests of the Company. View More

Due Cause. Has the meaning set forth in the Employment Agreement.

Due Cause. Means: (i) the Employee has committed a willful serious act, such as fraud, embezzlement or theft, against the Company or any of its subsidiaries, intending to materially enrich himself at the expense of the Company or that subsidiary; (ii) the Employee has been convicted of or pled guilty or nolo contendre to a felony; or (iii) the Employee has refused to carry out his duties in gross dereliction of those duties and, after receiving written notice to such effect from the Company, has failed to... cure the existing problem within five days. View More