Termination for Just Cause

Termination for Just Cause. Means termination by Stillwater National or Southwest of Executive's employment because of the Executive's personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties; willful violation of any law, rule or regulation (other than minor offenses) or any final cease-and-desist order), or committing any other act that causes significant damage to the ... reputation of the Bank or any of its Affiliates. Notwithstanding the foregoing, the Executive shall not be deemed to have been terminated for Just Cause by Southwest or Stillwater National unless there shall have been delivered to the Executive a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the entire membership of the Board of Southwest or Stillwater National at a meeting of such Board called and held for the purpose (after reasonable notice to the Executive and an opportunity for the Executive to be heard before the Board), finding that in the good faith opinion of such Board the Executive was guilty of conduct described above. View More

Termination for Just Cause. Means termination by Stillwater National or Southwest of Executive's employment because of the Executive's personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties; willful violation of any law, rule or regulation (other than minor offenses) or any final cease-and-desist order); or committing ... any other act that causes significant damage to the reputation of the Bank or any of its Affiliates. View More