Cause

Cause. Means those events or conditions described in paragraph 9(a)(1) and (2) below.

Cause. For purposes of this Agreement, "Cause" shall mean: i. Employee's conviction of, or plea of no contest to, any crime (whether or not involving the Company) that constitutes a felony in the jurisdiction in which Employee is charged, other than unintentional motor vehicle felonies, routine traffic citations or a felony predicated exclusively on Employee's Vicarious Liability. "Vicarious Liability" for purposes of this Agreement shall mean any act for which Employee is constructively... liable, including, but not limited to, any liability that is based on acts of the Company for which Employee is charged solely as a result of his or her offices with the Company and in which he or she was not directly involved or did not have prior knowledge of such actions or intended actions; ii. Any act of theft, fraud or embezzlement, or any other willful misconduct or willfully dishonest behavior by Employee; iii. Employee's failure or refusal to perform his or her reasonably-assigned duties (consistent with past practice of the Company and other than due to a Disability), provided that such failure or refusal is not corrected as promptly as practicable, and in any event within thirty (30) calendar days after Employee shall have received written notice from the Company stating the nature of such failure or refusal; and/or iv. Employee's willful violation of any of his or her obligations contained in that certain Blackbaud Employment Agreement between Employee and the Company and attached as Exhibit A hereto, which violation is of a character that is likely to materially injure the Company, as determined by the Company in good faith. For purposes of this Agreement, no act or omission by Employee shall be considered "willful" if reasonably believed by Employee to be in, or not contrary to, the best interests of the Company. View More

Cause. Shall have the meaning set forth in an Optionee's employment or consulting agreement with the Company (if any), or if not defined therein, shall mean (i) acts or omissions by the Optionee which constitute intentional material misconduct or a knowing violation of a material policy of the Company or any of its subsidiaries, (ii) the Optionee personally receiving a benefit in money, property or services from the Company or any of its subsidiaries or from another person dealing with the Company or... any of its subsidiaries, in material violation of applicable law or Company policy, (iii) an act of fraud, conversion, misappropriation, or embezzlement by the Optionee or his conviction of, or entering a guilty plea or plea of no contest with respect to, a felony, or the equivalent thereof (other than DUI), or (iv) any material misuse or improper disclosure of confidential or proprietary information of the Company. View More

Cause. For purposes of this Agreement, "Cause" means (i) Executive's conviction of, or plea of nolo contendere to, a felony, or (ii) Executive's violation or breach of any fiduciary duty to the Company which results in material damage to the Company or its business; provided that if any such damage is capable of being cured, the Company will provide written notice to Executive describing the nature of such event and Executive will thereafter have 30 days to cure such event (including the opportunity... to present her case to the full Board with the assistance of her own counsel). Executive shall continue to receive the compensation and benefits provided by this Agreement during the 30 day period after she receives the written notice of the Company's intention to terminate his employment for Cause. View More

Cause. The meaning assigned to that term in the Plan.

Cause. (i) the intentional and continued failure of the Participant to perform 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), (ii) the intentional engaging by the Participant in conduct that is illegal, (iii) the intentional engaging in gross misconduct that is injurious to the Company or its affiliates, or (iv) the conviction or plea of guilty or nolo contendere to a felony. The... determination of Cause shall be made by the Committee in its sole discretion View More

Cause. Executive's (i) engaging in an act (or acts) of willful dishonesty involving Cingular, Company or other Affiliated Companies or their business(es) that is demonstrably injurious to Cingular, Company or other Affiliated Companies; or (ii) conviction of a crime classified as a felony.

Cause. Shall have the meaning set forth in any employment agreement then in effect between you, on the one hand, and the Company or any of its Affiliates, on the other hand, or, if not defined in any such agreement, "Cause" shall mean a finding by the Committee of any of the following: (a) your being convicted of, or entering a plea of nolo contendere to, any crime that constitutes a felony or involves moral turpitude, (b) your gross negligence or serious misconduct (including, without limitation, any... criminal, fraudulent or dishonest conduct) that is injurious to the Company or any of its Affiliates, (c) your material breach of your employment or service contract with the Company or any of its Affiliates, (d) your willful and continued failure to substantially perform your duties with the Company and it's Affiliates or (e) your material breach of a material written policy of the Company, in each case (with respect to clauses (b), (c), (d) and (e)) which is not corrected within 30 days after written notice from the Company. The determination of the existence of Cause shall be made by the Committee in good faith. View More

Cause. (i) the Participant's willful misconduct that is materially injurious to Aspen Re America, Inc. or any of its affiliates; (ii) the Participant's intentional failure to act subject to and in accordance with any proper and lawful specific material direction of Aspen Insurance U.S. Services Inc. or of Aspen Re America, Inc., which breach is not promptly cured by the Participant after written notice of such breach; (iii) the Participant's having been convicted of, or entered a plea of nolo... contendere to, a crime that constitutes a felony under the laws of the United States or any State; (iv) the Participant's violation of any applicable federal or state law governing the business of Aspen Re America, Inc. or of any application rules or regulations promulgated by any regulatory body, the violation of which shall either disqualify the Participant from employment or association with Aspen Insurance U.S. Services Inc. or Aspen Re America, Inc. as an executive or have a material adverse effect on the business of Aspen Re America, Inc.; provided, however, that any such violation shall not constitute "Cause" if it results from action taken by the Participant in accordance with instructions from the Chief Executive Officer of the Company or his designee or the Board of Directors of Aspen Insurance U.S. Services Inc. or Aspen Re America, Inc., or upon the advice of internal or outside counsel to Aspen Insurance U.S. Services Inc. or Aspen Re America, Inc.; or (v) the intentional breach by the Participant of any written covenant or agreement with Aspen Insurance U.S. Services Inc. or Aspen Re America, Inc. or any of their affiliates not to disclose any information pertaining to Aspen Re America, Inc. or any of its affiliates or not to compete or otherwise interfere with Aspen Re America, Inc. or any of its affiliates. View More

Cause. Shall have the meaning set forth in any employment agreement then in effect between the Grantee, on the one hand, and the Company or any of its Affiliates, on the other hand, or, if not defined in any such agreement, "Cause" shall mean a finding by the Committee of any of the following: (a) the Grantee's being convicted of, or entering a plea of nolo contendere to, any crime that constitutes a felony or involves moral turpitude, (b) the Grantee's gross negligence or serious misconduct... (including, without limitation, any criminal, fraudulent or dishonest conduct) that is injurious to the Company or any of its Affiliates, (c) the Grantee's material breach of the Grantee's employment or service contract with the Company or any of its Affiliates, (d) the Grantee's willful and continued failure to substantially perform the Grantee's duties with the Company and it's Affiliates or (e) the Grantee's material breach of a material written policy of the Company, in each case (with respect to clauses (b), (c), (d) and (e)) which is not corrected within 30 days after written notice from the Company. The determination of the existence of Cause shall be made by the Committee (as defined below) in good faith. View More