Termination For Cause

Termination For Cause. A termination of a Participant's employment by the Company or a Subsidiary due to (i) the willful and continued failure of the Participant to perform substantially the Participant's duties with the Company or one of its Affiliates (other than any such failure resulting from incapacity due to physical or mental illness), after a written demand for substantial performance is delivered to the Participant by the Board or the Chief Executive Officer of the Company which specifically identifies the... manner in which the Board or Chief Executive Officer believes that the Participant has not substantially performed the Participant's duties, or (ii) the Participant's conviction of a felony. For purposes of this definition, no act or failure to act on the part of the Participant shall be considered "willful" unless it is done, or omitted to be done, by the Participant in bad faith or without reasonable belief that the Participant's action or omission was in the best interests of the Company. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or upon the instructions of the Chief Executive Officer or a senior officer of the Company or based upon the advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Participant in good faith and in the best interests of the Company. The cessation of employment of the Participant shall not be deemed to be a termination for Cause unless and until there shall have been delivered to the Participant a copy of a resolution duly adopted by the affirmative vote of not less than three quarters of the entire membership of the Board at a meeting of the Board called and held for such purpose (after reasonable notice is provided to the Participant and the Participant is given an opportunity, together with counsel, to be heard before the Board), finding that, in the good faith opinion of the Board, the Participant is guilty of the conduct described in subparagraph (i) or (ii) above, and specifying the particulars thereof in detail. View More

Termination For Cause. Shall mean the Company's termination of the Grantee's employment pursuant to a determination by the Board, in its sole and absolute discretion, but acting in good faith, for any of the following reasons: (i) the Grantee is guilty of willful failure or refusal without proper cause, to substantially perform [his or her] duties as an employee of the Company; (ii) the Grantee is in breach of [his or her] fiduciary duties; (iii) the Grantee is convicted for any criminal act, except that a... misdemeanor conviction shall not constitute "Termination for Cause" unless it shall have involved misappropriate use of funds or property, fraud, or other similar activity which bears directly upon the Grantee's ability to perform faithfully [his or her] duties as an employee of the Company or which damage the reputation or credibility of the company; or (iv) the Grantee is guilty of malfeasance View More

Termination For Cause. Shall mean the Company's termination of the Executive's employment pursuant to a determination by the Board, in its sole and absolute discretion, but acting in good faith, for any of the following reasons: (i) the Executive is guilty of willful failure or refusal without proper cause, to substantially perform his duties as an employee of the Company; (ii) the Executive is in breach of his fiduciary duties; (iii) the Executive is convicted for any criminal act, except that a misdemeanor... conviction shall not constitute "Termination for Cause" unless it shall have involved misappropriate use of funds or property, fraud, or other similar activity which bears directly upon the executive's ability to perform faithfully his duties as an employee of the Company or which damage the reputation or credibility of the company; (iv) the Executive loses his CPA designation; or (v) the Executive is guilty of malfeasance View More

Termination For Cause. The termination of a Participant's employment due to any act which, in the discretionary judgment of the Committee, is deemed inimical to the best interests of the Corporation or any Affiliate, including, but not limited to: (a) willful and gross misconduct in respect of the Participant's duties for the Corporation or the Affiliate, (b) conviction of a felony or perpetration of a common law fraud, (c) willful failure to comply with applicable laws or regulations with respect to the execution of... the Corporation's or the Affiliate's businesses or (d) theft, fraud, embezzlement, dishonesty or other conduct which has resulted or is likely to result in material economic or other damage to the Corporation or any Affiliate. View More

Termination For Cause. A determination by the Chief Executive Officer of the Company that the Executive (i) has been convicted of a felony, (ii) has engaged in an activity which, if proven in a criminal proceeding, could result in conviction of a felony involving dishonesty or fraud, or (iii) has willfully engaged in gross misconduct likely to be materially damaging or materially detrimental to the Company or a Subsidiary. Any determination regarding a Termination for Cause of the Chief Executive Officer of the... Company shall be made by the Board. View More

Termination For Cause. Termination for Cause shall mean a termination by the Company as a result of (1) substantial intentional failure to perform Executive's duties as an employee, (2) any breach of Executive's fiduciary duty or duty of loyalty to the Company, (3) conviction of a felony or fraud, (4) willful and/or gross misconduct in the performance of Executive's duties to the Company, (5) violation of any material company policy including any unauthorized use or disclosure of confidential information or trade... secrets of the Company or any violation of the Company's Policy on Insider Trading, (6) conduct (through act or omission) that brings the Company into substantial public disgrace or disrepute, or, (7) failure to report to or perform for work for any significant period of time, other than for reasons of medical and approved personal excuses. View More

Termination For Cause. The termination by the Company of your employment with the Company or any subsidiary as a result of (i) your conviction of or plea of guilty or nolo contendere to a crime that constitutes a felony or a crime that constitutes a misdemeanor involving moral turpitude; (ii) your engagement in an act of fraud, dishonesty, or unauthorized disclosure of Confidential Information (as defined in this Letter); (iii) your failure or refusal to comply with any valid and legal directive of the Board of... Directors; (iv) your gross negligence or willful misconduct with respect to the Company or any subsidiary or affiliate of the Company; (v) your failure or refusal to perform your duties and responsibilities as Chief Financial Officer, (other than such failure resulting from incapacity due to physical or mental illness) which is not cured within five (5) days after written notice thereof to you; (vi) your material failure to comply with the Company's written policies or rules, as they may be in effect from time to time during your employment, which is not cured within five (5) days after written notice thereof to you; or (vii) your material breach of this Letter or any other agreement with the Company, which is not cured within thirty (30) days after written notice thereof to you View More

Termination For Cause. Termination of the Executive's employment because: (i) the Executive has committed a deliberate and premeditated act against the interests of the Company including, without limitation: an act of fraud, embezzlement, misappropriation or breach of fiduciary duty against the Company, including, but not limited to, the offer, payment, solicitation or acceptance of any unlawful bribe or kickback with respect to the Company's business; or (ii) the Executive has been convicted by a court of competent... jurisdiction of, or pleaded guilty or nolo contendere to, any felony or any crime involving moral turpitude; or (iii) the Executive has failed to perform or neglected the material duties incident to his employment or other engagement with the Company on a regular basis, and such refusal or failure shall have continued for a period of twenty (20) days after written notice to the Executive specifying such refusal or failure in reasonable detail; or (iv) the Executive has been chronically absent from work (excluding vacations, illnesses, Disability or leaves of absence approved by the Company); or (v) the Executive has refused, after explicit written notice, to obey any lawful resolution of or direction by the Board which is consistent with the duties incident to his employment or other engagement with the Company and such refusal continues for more than twenty (20) days after written notice is given to the Executive specifying such refusal in reasonable detail; or (vi) the Executive has breached any of the material terms contained in this Agreement, any employment agreement, non-competition agreement, confidentiality agreement or similar type of agreement to which the Executive is a party; or (vii) the Executive has engaged in (x) the unlawful use (including being under the influence) or possession of illegal drugs on the Company's premises or (y) habitual drunkenness on the Company's premises. Any termination of employment by the Company for Cause shall be communicated by a written notice to the Executive which shall set forth, in reasonable detail, the facts and circumstances that provide a basis for termination of the Executive's employment. The failure by the Company to set forth any fact or circumstance which contributes to a showing of Cause shall not waive any right of the Company hereunder or preclude the Company from asserting such fact or circumstance in enforcing the Company's rights hereunder. Any voluntary termination of employment by the Executive in anticipation of an involuntary termination of the Executive's employment for Cause shall be deemed to be a termination for "Cause." View More

Termination For Cause. Termination for Cause shall mean termination because of, in the good faith determination of the Board, Executive's: (i) personal dishonesty; (ii) willful misconduct; (iii) incompetence; (iv) breach of fiduciary duty involving personal profit; (v) intentional failure to perform stated duties; (vi) willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease-and-desist order; or (vii) material breach by Executive of any provision of... this Agreement. View More

Termination For Cause. Termination for Cause shall mean termination because of, in the good faith determination of the Bank's Board or Directors, the Employee's: (i) personal dishonesty; (ii) willful misconduct; (iii) incompetence; (iv) breach of fiduciary duty involving personal profit; (v) intentional failure to perform stated duties (other than diminished duties as contemplated in Section 1(h)(i)); (vi) willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final... cease-and-desist order; or (vii) conviction of, or plea of nolo contendere to, a felony which involves moral turpitude or which materially impairs the Employee's ability to perform her duties with the Bank or Bancorp; or (viii) material breach by the Employee of any provision of this Agreement. View More