Termination For Cause

Termination For Cause. Shall be defined for these purposes as: (i) A determination by the Board that Employee has breached or failed to perform, in any material respect, any of his duties of employment or the terms of this Agreement. Employee may cure the breach, if curable, within a period of ten (10) business days after the Bank has given written notice of such breach to Employee, unless the Bank has given written notice to Employee on a previous occasion of the same or a substantially similar breach; (ii) The... violation by Employee of the rules and regulations governing the Bank promulgated by the Federal Deposit Insurance Corporation or the North Carolina State Banking Commission, or any other legal duty, which violation results in material damage to the Bank or its reputation; (iii) The suspension of Employee from office or temporary prohibition of Employee from participating in the conduct of the affairs of the Bank pursuant to the direction of the North Carolina State Banking Commission or the Federal Deposit Insurance Corporation; (iv) Conviction of a felony or a misdemeanor determined by the Board of Directors to involve morale turpitude; 8 (v) Employee's willful misconduct (including chronic substance abuse) or other conduct which is materially detrimental to the business prospects of the Bank or which has had or is likely to have a materially adverse effect on the Bank's business or reputation. (vi) Employee's committing fraud, misappropriation or embezzlement in the performance of the Employee's duties as an employee of the Bank, or its affiliates; or (vii) willful neglect of duties for which employed or willful misconduct in the performance of duties for which employed, all such facts to be determined in good faith by the Board of Directors of the Bank. View More

Termination For Cause. Means (i) an act or acts involving fraud, embezzlement or theft from PPD, (ii) Employee's willful and repeated failure to follow directions of the Board of Directors that continues for at least ten (10) days following written notice of the Board of Directors of such failure to follow directions, or (iii) termination for cause as defined in and made pursuant to a then effective employment agreement, if any, between Employee and PPD.

Termination For Cause. "Cause" for termination shall mean that, prior to any termination pursuant to Section 5(a)(i) hereof, Executive shall have committed or caused: (i) an intentional act of fraud, embezzlement or theft in connection with his duties or in the course of his employment with Employer; (ii) intentional wrongful damage to property of Employer; Employment Agreement Page 6 (iii) intentional wrongful disclosure of trade secrets or confidential information of Employer; ... (iv) intentional violation of any law, rule or regulation (other than traffic violations or similar offenses) or final Cease and Desist Order; (v) intentional breach of fiduciary duty involving personal profit; or (vi) intentional action or inaction which causes material economic harm to Employer; provided, however, that none of the actions described in clauses (i) through (vi) above shall constitute grounds for a "Cause" termination unless any such act or actions shall have been determined by the Board to have been materially harmful to Employer. For the purposes of this Agreement, no act or failure to act on the part of Executive shall be deemed "intentional" unless done or omitted to be done by Executive not in good faith and without reasonable belief that his action or omission was in the best interest of Employer. Notwithstanding the foregoing, Executive shall not be deemed to have been terminated for "Cause" hereunder unless and until there shall have been delivered to Executive a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters ( 3/4) of the Directors then in office at a meeting of the Directors called and held for such purpose (after reasonable notice to Executive and an opportunity for Executive, together with his counsel, to be heard before the Directors), finding that in the good faith opinion of the Directors, Executive had committed an act set forth above in this Section 7(a) and specifying the particulars thereof in detail. View More

Termination For Cause. Shall mean termination because of Executive's personal dishonesty, incompetence, willful misconduct, conduct damaging the reputation of the Bank or the Holding Company, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule, or regulation (other than traffic violations or similar offenses) or final cease and desist order, or material breach of any provision of this Agreement. Notwithstanding the foregoing,... Executive shall not be deemed to have been Terminated for Cause unless and until there shall have been delivered to Executive a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to Executive and an opportunity for Executive, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. Executive shall not have the right to receive compensation or other benefits for any period after the Date of Termination for Cause. During the period beginning on the date of the Notice of Termination for Cause pursuant to Section 6 hereof through the Date of Termination for Cause, stock options and related limited rights granted to Executive under any stock option plan shall not be exercisable nor shall any unvested awards granted to Executive under any stock benefit plan of the Bank, the Holding Company, or any subsidiary or affiliate thereof, vest. At the Date of Termination for Cause, such stock options and related limited rights and such unvested awards shall become null and void and shall not be exercisable by or delivered to Executive at any time subsequent to such Date of Termination for Cause. View More

Termination For Cause. Shall mean (i) conduct involving fraud, misappropriation or intentional material damage to the property or business of the Employer, or commission of a misdemeanor or felony, (ii) failure or breach to perform Executive's designated duties consistent with his/her position after receiving written notice from the Employer specifying the nature of the alleged failure or breach and failing to correct the failure or breach within 15 days of such notice, or (iii) Executive's intentional violation... of the Employer's written policies, Executive's fiduciary duties, or any law or regulation which results in material damage or cost to the Employer. View More

Termination For Cause. The term "Termination for Cause" shall mean termination of Employment of the Executive by reason of any of the following: (i) gross negligence or gross neglect; or (ii) the Executive is convicted of a felony or misdemeanor involving moral turpitude, fraud or dishonesty; or (iii) the willful violation of any law, rule or regulation (other than a traffic violation or similar offense); (iv) an intentional failure to perform stated duties; or (v) a breach of fiduciary duty involving personal profit.

Termination For Cause. (unless otherwise expressly provided in the Option Agreement, Restricted Stock Purchase Agreement or another contract, including an employment agreement) ceasing to serve as a full-time employee of the Company and its Subsidiaries or, with respect to a Outside Director or other Service Provider, ceasing to serve as such for the Company and its Subsidiaries due to any of the following: (1) fraud or dishonesty in connection with an individual's employment or service, or theft,... misappropriation or embezzlement of the Company's and/or any Company Affiliate's funds or other property; (2) conviction or indictment of an individual or the entering of a plea of nolo contendere by the individual with respect to any felony, crime involving fraud or misrepresentation, or any other crime (whether or not such felony or crime is connected with his or her employment or service) the effect of which in the judgment of the Board is likely to affect, materially and adversely, the Company and/or any Company Affiliate; (3) a material breach by an individual of his or her obligations under an employment agreement (if any), or under a consulting agreement with the Company or a Company Affiliate; or (4) the individual's refusal to cooperate in any Company investigation. View More

Termination For Cause. The Director ceases to be a director of the Bank or PremierWest after (i) having been removed from office or threatened with removal pursuant to a directive of any applicable regulatory authority, (ii) having been removed from office by a vote of shareholders at a special meeting thereof called for the purpose of such removal on the basis that Cause exists, or (iii) having failed to receive the nomination by the Board of Directors for reelection following a determination by the affirmative vote... by at least 75% of the directors on the Board of Directors (with the Director abstaining from voting) that Cause exists. Prior to the board meeting at which such determination is made that Cause exists, each director shall be given notice of the grounds for alleged Cause. The Director shall be given the notice at least 48 hours prior to the meeting and Director and Director's counsel (if Director chooses to have counsel present) shall have a reasonable opportunity to be heard at the meeting. View More

Termination For Cause. , "Terminate for Cause," and "Cause" mean termination of employment because of Executive's personal dishonesty, incompetence, willful misconduct, conduct damaging the reputation of the Bank or the Holding Company, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, repeated unexcused absence, willful violation of any law, rule, or regulation (other than traffic violations or similar offenses), noncompliance with or violation of any final... cease-and-desist order, or material breach of any provision of this Agreement. No act or failure to act by the Executive shall be considered willful unless the Executive acted or failed to act with an absence of good faith and without a reasonable belief that his action or failure to act was in the best interest of the Bank. Executive shall not be deemed to have been Terminated for Cause unless and until there shall have been delivered to him a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to Executive and an opportunity for him, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. View More

Termination For Cause. Shall mean, in the case of a Director, removal from the Board, or, in the case of an Employee, termination of employment, in both such cases as determined by the Board, because of Participant's personal dishonesty, incompetence, willful misconduct, conduct damaging the reputation of the Bank or the Holding Company, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than traffic violations... or similar offenses) or in the case of an employee without a written employment agreement with the Bank or Holding Company, any other grounds provided for under employment policies of the Bank or Holding Company in effect at the Effective Date or as amended from time to time. View More