Cause

Cause. The meaning ascribed to such term in the Value Creation Plan.

Cause. Executive's willful failure to perform or observe any of his employment duties or to comply with the lawful directives of the Board after notice and reasonable opportunity to cure said failure; dishonesty; or conviction of a crime involving moral turpitude.

Cause. The termination of employment of the Optionee with the Company or a Subsidiary as a result of (i) the performance by the Optionee of any activity involving fraud or dishonesty, (ii) the conviction of the Optionee of a felony or crime involving moral turpitude, (iii) the failure or refusal of the Optionee to reasonably or satisfactorily perform any material duties or responsibilities reasonably required of him or her by the Company, (iv) the gross negligence or willful neglect or malfeasance by... the Optionee in the performance or non-performance of his or her duties or responsibilities to the Company, or (v) any unauthorized act or omission by the Optionee that is injurious in any material respect to the financial condition or business reputation of the Company View More

Cause. Termination by the Company (or any other Apogee Entity then employing Executive) of Executive's employment based upon (i) the willful and continued failure by Executive substantially to perform his duties and obligations (other than any such failure resulting from his incapacity due to physical or mental illness or any such actual or anticipated failure resulting from Executive's termination for Good Reason) or (ii) the willful engaging by Executive in misconduct which is materially injurious... to the Company, monetarily or otherwise. For purposes of this Section 3(c), no action or failure to act on Executive's part shall be considered "willful" unless done, or omitted to be done, by Executive in bad faith and without reasonable belief that his action or omission was in the best interests of the Company. View More

Cause. Shall mean any act or failure to act on the part of Executive which constitutes: (i) fraud, embezzlement, theft or dishonesty against the Company; (ii) gross misconduct materially damaging or materially detrimental to the Company, (iii) conviction of any felony; (iv) any material breach of this Agreement; (v) material breach of any written employment policy of the Company; or (vi) conduct which brings the Company into substantial public disgrace or disrepute; Provided, however, clause (v) shall... apply only if such material breach is grounds for immediate termination under the terms of such written employment policy; and clauses (iv), (v) and (vi) shall apply only if such violation, breach or conduct is willful. Notwithstanding the foregoing provisions of this definition, Cause shall not exist if the Company has agreed in writing that such event shall not be Cause. A Separation from Service shall not be considered to be for Cause unless (A) the Company notifies Executive in writing of the reasons why it believes that Cause exists, (B) the Executive has failed to correct the circumstance that would otherwise be Cause within twenty-one (21) days of receipt of such notice, and (C) the Company terminates Executive's employment within sixty (60) days of such twenty-one (21) day period (or if earlier within sixty (60) days of the date the Executive has confirmed to the Company that Cause exists) View More

Cause. Cause means (a) an Eligible Officer's dishonesty or fraud; (b) theft or embezzlement by an Eligible Officer of the Company's assets; (c) any unlawful or criminal activity of a serious nature by an Eligible Officer; (d) breach by an Eligible Officer of any terms of the employee's Employee Confidentiality and Assignment of Inventions Agreement with the Company; (e) the Company's determination that the Eligible Officer has failed or refused to carry out the duties of his or her position or... reasonable directives from the Board of Directors, Chief Executive Officer or other supervising officer of the Eligible Officer in a competent manner; or (f) the Company's determination that the Eligible Officer has failed to comply with the Company's policies and procedures. View More

Cause. The Company or an Affiliate having 'cause' to terminate a Grantee's employment or service, as defined in any existing employment, consulting or any other agreement between the Grantee and the Company or a Subsidiary or Affiliate, or, in the absence of such an employment, consulting or other agreement, upon (i) the determination by the Committee that the Grantee has ceased to perform his/her duties to the Company or an Affiliate (other than as a result of his/her incapacity due to physical or... mental illness or injury), which failure amounts to an intentional and extended neglect of his/her duties to such party, (ii) the Committee's determination that the Grantee has engaged or is about to engage in conduct injurious to the Company or an Affiliate, (iii) the Grantee having been convicted of, or pleaded guilty or no contest to, a felony or a crime involving moral turpitude or (iv) the failure of the Grantee to follow the lawful instructions of the Board or Grantee's direct superiors; provided, however, that in the instances of clauses (i), (ii) and (iv), the Company or Affiliate, as applicable, must give the Grantee twenty (20) days' prior written notice of the defaults constituting 'cause' hereunder. View More

Cause. The Company or an Affiliate having 'cause' to terminate an Optionee's employment or service, as defined in any existing employment, consulting or any other agreement between the Optionee and the Company or a Subsidiary or Affiliate, or, in the absence of such an employment, consulting or other agreement, upon (i) the determination by the Committee that the Optionee has ceased to perform his duties to the Company or an Affiliate (other than as a result of his incapacity due to physical or mental... illness or injury), which failure amounts to an intentional and extended neglect of his duties to such party, (ii) the Committee's determination that the Optionee has engaged or is about to engage in conduct injurious to the Company or an Affiliate, (iii) the Optionee having been convicted of, or pleaded guilty or no contest to, a felony or a crime involving moral turpitude or (iv) the failure of the Optionee to follow the lawful instructions of the Board or his direct superiors; provided, however, that in the instances of clauses (i), (ii) and (iv), the Company or Affiliate, as applicable, must give the optionee twenty (20) days' prior written notice of the defaults constituting 'cause' hereunder. View More

Cause. Each of the following shall constitute "Cause": (i) the willful commission by the Executive of acts that are dishonest and demonstrably and materially injurious to the Company or any of its Affiliates, monetarily or otherwise; (ii) the conviction of the Executive for a felonious act resulting in material harm to the financial condition or business reputation of the Company or any of its Affiliates; or (iii) a material breach of any of the covenants set forth in Section 7 of this Agreement.... Notwithstanding the foregoing, the Executive shall not be deemed to have been terminated for Cause unless there shall have been delivered to him, together with a Notice of Termination, a copy of a resolution duly adopted by the affirmative vote of not less than three-fourths (3/4ths) of the entire membership of the Board at a meeting of the Board called and held for such purpose (after reasonable notice to the Executive and an opportunity for the Executive, together with his counsel, to be heard before the Board), finding that in the good faith opinion of the Board the Executive was guilty of conduct set forth above in clause (i), (ii) or (iii) above and specifying the particulars thereof in detail. View More

Cause. Means any of the events or conditions which constitute cause for immediate termination of employment of the Participant as provided from time to time in the applicable Human Resources Policy of the Company or one of its Subsidiaries.