Termination for cause clause samples

4.2Termination for Cause. Termination for Cause may be effected by the Companies at any time during the Term of this Agreement and may be effected by written notification to Employee provided, however, that no Termination for Cause will be effective unless Employee has been provided with the prior written notice and opportunity for remedial action described in Section 4.1(a), above. Upon Termination for Cause, Employee is to be immediately paid, as his sole and exclusive remedy, all accrued Base Salary and accrued vacation pay, all to the date of termination.

breaches any material provision of this Contract; (4) Employee misappropriates any funds or property of Employer; (5) Employee fails or refuses to comply with the policies, standards or regulations of Employer; or (6) Employee engages in conduct, even if not in connection with the performance of his duties hereunder, which would result in serious prejudice to the interests of Employer if he were retained as an employee. (b) Statement of Termination for Cause. In the event of termination for cause pursuant to this provision, Employer shall give a written statement to Employee, specifying the event causing such termination, and the termination will be immediately effective. (c) Compensation upon Termination for Cause. In the event of a termination for cause pursuant to the provisions above, This Agreement shall be wholly terminated and Employee shall not be entitled to any further compensation or other benefits provided for herein, and shall not be entitled to severance pay. However, any of the provisions of this Agreement relating to activities and conduct after the end of the employment relationship between Employer and Employee shall remain in full force and effect, and be enforceable as provided for herein. Nothing herein shall be construed as a limitation on the ability of the Employer to dismiss the Employee without cause at the sole discretion of the Employer.

The term “Termination for Cause” shall mean termination because of Executive’s personal dishonesty, incompetence, willful misconduct, 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. Executive’s employment shall not be terminated in accordance with this paragraph for any act or action or failure to act which is undertaken or omitted in accordance with a resolution of the Board or upon advice of the Bank’s counsel. Notwithstanding the foregoing, Executive shall not be deemed to have been Terminated for Cause unless and until there shall have been delivered to him 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. Executive shall not have the right to receive compensation or other benefits for any period after Termination for Cause. Any non-vested stock options granted to Executive under any stock option plan of the Bank, the Company or any subsidiary or affiliate thereof, shall become null and void effective upon Executive’s receipt of Notice of Termination for Cause pursuant to Section9 hereof, and shall not be exercisable by Executive at any time subsequent to such Termination for Cause (unless it is determined in arbitration that grounds for Termination for Cause did not exist, in which event all terms of the options as of the date of termination shall apply, and any time periods for exercising such options shall commence from the date of resolution in arbitration).

a. Indemnification. The Company agrees to indemnify Executive (and his heirs, executors, and administrators), and to advance expenses related to this indemnification, to the fullest extent permitted under applicable law and regulations against any and all expenses and liabilities that Executive reasonably incurs in connection with or arising out of any action, suit, or proceeding in which he may be involved by reason of his service as an officer or director of the Company or any of its subsidiaries or affiliates (whether or not he continues to be an officer or director at the time of incurring any such expenses or liabilities). Covered expenses and liabilities include, but are not limited to, judgments, court costs, and attorneys’ fees and the costs of reasonable settlements, subject to Board approval, if the action is brought against Executive in his capacity as an officer or director of the Company or any of its subsidiaries. Indemnification for expenses will not extend to matters related to Executive’s termination for Cause. Notwithstanding anything in this Section12(a) to the contrary, the Company will not be required to provide indemnification prohibited by applicable law or regulation. The obligations of this Section12 will survive the Term of this Agreement by a period of six (6)years.

(a)The Bank may terminate the Executive’s employment at any time, but any termination other than Termination for Cause, as defined herein, shall not prejudice the Executive’s right to compensation or other benefits under the Agreement.The Executive shall have no right to receive compensation or other benefits for any period after Termination for Cause.Termination for Cause shall include termination because of the Executive’s personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, material breach of the Bank’s Code of Ethics, material violation of the Sarbanes-Oxley requirements for officers of public companies that in the reasonable opinion of the CEO or the Board will likely cause substantial financial harm or substantial injury to the reputation of the Bank, willfully engaging in actions that in the reasonable opinion of the CEO or the Board will likely cause substantial financial harm or substantial injury to the business reputation of the Bank, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than routine traffic violations or similar offenses) or final cease-and-desist order, or material breach of any provision of the Agreement.

3.5 Termination for Cause. If Executive is Terminated for Cause at any time, then they shall forfeit any and all claims to benefits under this Agreement, and neither Executive nor their Beneficiary(ies) shall be entitled to receive any benefit pursuant to the terms of this Agreement.

4.6 Termination for Cause. If a Participant’s Separation from Service is due to Cause, then all benefits under this Plan, including vested benefits, shall be immediately forfeited.

1.7 “Cause” shall have the meaning set forth in any employment agreement between the executive and the Bank in existence at the time of Executive’s termination for Cause. If Executive and the Bank are not parties to an employment agreement, then Cause means (a)the conviction of the Executive of any felony; (b)a material act or acts of dishonesty in connection with the performance of Executive’s duties, including without limitation, material misappropriation of funds or property; (c)a material violation of the Bank’s policies; an act or acts of gross misconduct by the Executive; or (d)continued willful and deliberate non-performance by the Executive of duties (other than by reason of illness or Disability) which has continued for more than 30 days following written notice of non-performance from the Board which specifically describes the alleged non-performance. In addition, the Bank shall have Cause to terminate the Executive upon the Executive’s removal, and/or permanent prohibition from participating in the conduct of the Bank’s business by an order issued by any state or federal bank regulator. The Executive may be terminated for Cause if there has been delivered to the Executive a copy of the resolution duly adopted by the affirmative vote of not less than a majority of the Board at a meeting called for that purpose, informing the Executive of the Board’s decision and stating the particulars thereof in detail. The Executive shall be given reasonable advance notice of such meeting and the Executive (together with counsel) shall.

3.5 Termination for Cause. If Executive is terminated for Cause, all benefits under this Plan shall be forfeited by Executive and Executive’s participation in this Plan shall become null and void.

and-desist order, or (vi) a material breach of any provision of the Agreement by the Executive, provided that if such material breach is curable, Executive shall be given written notice of such breach and 30 days to cure.Employer may place Executive on paid leave for up to 60 days while it is determining whether there is a basis to terminate Executive’s employment for Cause. Except as otherwise provided in Section 12 as to Deferred Consideration, Executive shall have no right to receive compensation or other benefits under this Agreement upon Termination for Cause. Any purported Termination for Cause shall be communicated to by Notice of Termination to Executive, specifying the grounds on which the Termination for Cause is based.

5.2Termination for Cause. If the Director is terminated for Cause, all benefits under this Agreement, other than those which can be paid from previous Contributions to the Retirement Income Trust Fund (and earnings on such Contributions), shall be forfeited. Furthermore, no further Contributions shall be required of the Bank for the year in which such termination for Cause occurs (if not yet made). The Director shall be entitled to receive a benefit in accordance with this Subsection 5.2.

5.3Termination For Cause. In the event the Executive is terminated for Cause at any time prior to reaching his Benefit Age, he shall be entitled to receive the balance of his Elective Contribution Account measured as of the date of the Termination of Employment for Cause. Such amount shall be paid in a lump sum within thirty (30) days of the Executive’s Termination of Employment for Cause, subject to Section 5.4 of this Agreement. He shall not be entitled to any portion of his Matching Contribution Account. All other benefits for the Executive or his Beneficiary under this Agreement shall be forfeited and the Agreement shall become null and void.

5.1Termination for Cause. Notwithstanding any provision of this Agreement to the contrary, the Bank shall not distribute any benefit under this Agreement if the Executive’s employment with the Bank is terminated by the Bank or an applicable regulator due to a Termination for Cause.

5.1Termination for Cause. Notwithstanding any provision of this Agreement to the contrary, the Bank shall not distribute any benefit under this Agreement if the Executive's employment with the Bank is terminated by the Bank due to a Termination for Cause, as determined by the Bank in its sole discretion.

(i) Termination for Cause. Unless otherwise determined by the Committee at the time of grant, or if no rights of the Participant are reduced, thereafter, if a Participant’s Termination (x)is for Cause or (y)is a voluntary Termination (as provided in Section6.4(h)) after the occurrence of an event that would be grounds for a Termination for Cause, all Stock Options, whether vested or not vested, that are held by such Participant shall thereupon terminate and expire as of the date of such Termination.

(b) Termination For Cause. Voluntary Termination and Violation of Restrictive Covenants. Upon Optionee’s Termination For Cause, Voluntary Termination or on the date on which Optionee violates (i)Optionee’s confidentiality obligations with respect to the Company’s or any of its subsidiaries’ confidential information, knowledge or data, or (ii)Optionee’s agreement to not engage in competition, if any, with the Company or any of its subsidiaries, the Company, at its election, shall have the option to require Optionee and Optionee’s Transferees, if any, to (x)sell all (but not less than all) of the shares of Common Stock beneficially owned by Optionee and Optionee’s Transferees, if any, at a price equal to the lesser of (I)the original price paid by Optionee to acquire such shares of Common Stock or (II)a price per share of Common Stock equal to the Market Value per Share and (y)surrender all Vested Option Shares held by Optionee without the payment of consideration therefor.