Cause

Cause. The meaning set forth in the Grantee's employment or other agreement with the Company, any Subsidiary or any Affiliate, if any, provided that if the Grantee is not a party to any such employment or other agreement or such employment or other agreement does not contain a definition of Cause, then Cause shall have the meaning set forth in the Award Terms

Cause. The occurrence of any of the following: (A) fraud, misappropriation, embezzlement or other act of material misconduct against the Company that results in a material adverse impact on the financial performance or the business reputation of the Company; (B) conviction of a felony or a misdemeanor involving moral turpitude; or (C) willful and knowing violation of material policies of the Company

Cause. (i) any felony conviction or admission of guilt, (ii) any breach or nonobservance by Executive of any material covenant set forth herein, provided that the Board has given Executive written notice of such breach or nonobservance and Executive has failed to cure such breach or nonobservance within a period reasonable under the circumstances, (iii) any willful, intentional or deliberate disobedience or neglect by Executive of the lawful and reasonable orders or directions of the Board, provided... that the Board has given Executive written notice of such disobedience or neglect and Executive has failed to cure such disobedience or neglect within a period reasonable under the circumstances, or (iv) any willful or deliberate misconduct by Executive that is materially injurious to the Company View More

Cause. For the purposes of this Offer Letter, 'Cause' for termination of your employment will exist at any time after the happening of one or more of the following events, in each case as determined in good faith by the Company's Board of Directors: (1) your gross negligence or willful misconduct in the -2- performance of your duties hereunder, including without limitation your willful violation of any Company policy, where such negligence, misconduct or violation has resulted or is likely to result... in substantial and material damage to the Company or any of its subsidiaries or successors; (2) your repeated or unjustified absence from the Company; (3) your commission of any act of fraud, embezzlement or professional dishonesty with respect to the Company; (4) your conviction of any felony, or your conviction of a crime involving moral turpitude causing material harm to the standing and reputation of the Company; or (5) your incurable material breach of any written agreement you have with the Company, including without limitation your misappropriation or misuse of the Company's intellectual property under the Company's Employee Agreement Regarding Proprietary Information and Inventions. View More

Cause. Any of the following: (i) willful or deliberate and continual refusal to materially perform Employee's employment duties reasonably requested by the Company after receipt of written notice to Employee of such failure to perform, specifying such failure (other than as a result of Employee's sickness, illness, injury, death or disability) and Employee fails to cure such nonperformance within ten (10) days of receipt of said written notice; (ii) breach of any statutory or common law duty of... loyalty to the Company; (iii) Employee has been convicted of, or pleaded nolo contendre to, any felony; (iv) Employee willfully or intentionally caused material injury to the Company, its property, or its assets; (v) Employee disclosed to unauthorized person(s) proprietary or confidential information of the Company that causes a material injury to the Company; (vi) any material violation or a repeated and willful violation of the Company's policies or procedures, including but not limited to, the Company's Code of Business Conduct and Ethics (or any successor policy) then in effect View More

Cause. For purposes of this Agreement "Cause" with respect to the termination by Company (as defined below) of Executive's employment shall mean (i) willful and continued failure by the Executive to perform his duties for Company under this Agreement after at least one warning in writing from the Company's Board of Directors identifying specifically any such failure, (ii) the willful engaging by the Executive in misconduct which causes material injury to Company as specified in written notice to the... Executive from the Company's Board of Directors; or (iii) conviction of a crime (other than a traffic violation) which is either a felony or an indictable offense or in the reasonable opinion of the Board of Directors is of such a nature that it should be cause for termination, habitual drunkenness, drug abuse, or excessive absenteeism other than for illness, after a warning (with respect to drunkenness or absenteeism only) in writing from the Company's Board of Directors to refrain from such behavior. View More

Cause. Means (i) Executive's material breach of the terms of any agreement between Executive and Company or of a material policy or code of conduct of the Company, or any of its Subsidiaries; (ii) Executive's material failure, neglect or refusal to perform any duties of Executive hereunder other than by reason of Disability; (iii) Executive's gross negligence or willful misconduct in the performance of his duties to the Company or any of its Subsidiaries; (iv) Executive's willful insubordination or... disregard of the legal directives of the Board which are not inconsistent with the scope of Executive's duties and responsibilities; (v) Executive's engaging in misconduct which has a material adverse impact on the reputation, business, business relationships or financial condition of the Company or any of its Subsidiaries; (vi) Executive's commission of an act of fraud or embezzlement against the Company or any of its Subsidiaries; (vii) any conviction of, or plea of guilty or nolo contendere by, Executive with respect to a felony (other than a traffic violation), a crime involving moral turpitude, fraud, misrepresentation or which causes material harm to the standing and reputation of the Company or any of its Subsidiaries; or (viii) Executive's (A) use of any illegal drug or (B) abuse or misuse of alcohol and/or prescription drugs which materially adversely affects the performance of his duties to the Company or any of its Subsidiaries; provided, however, that Cause shall not be deemed to exist under clause (ii) unless Executive has been given reasonably detailed written notice of the grounds for such Cause and Executive has not effected a cure within fifteen (15) days of the date of receipt of such notice. View More

Cause. Means misconduct in respect of an Employee's duties to the Company, including, but not limited to, the Employee's dishonesty, disloyalty, insubordination, unsatisfactory performance or attendance, or failure to follow policies, rules, or procedures of the Company, as determined by the Administrator in its sole discretion.

Cause. (i) any act or omission that constitutes a breach by Grantee of any of his material obligations under the Employment Agreements; (ii) the continued failure or refusal of Grantee to substantially perform the material duties required of him as an officer and/or employee of the Company; (iii) any material violation by Grantee of any policy, rule or regulation of the Company or any law or regulation applicable to the business of the Company; (iv) any act or omission by Grantee constituting fraud,... dishonesty or misrepresentation; (v) Grantee's gross negligence in the performance of his duties; (vi) Grantee's conviction of, or plea of guilty or nolo contendere to, any crime (whether or not involving the Company) that constitutes a felony or crime of moral turpitude or is punishable by imprisonment of 30 days or more; or (g) any other misconduct by Grantee that is materially injurious to the financial condition or business reputation of, or is otherwise materially injurious to, the Company, provided, however, that with respect to any termination of Grantee's employment with the Company within 12 months after a Change in Control of the Company, "Cause" will mean only a felony conviction for fraud, misappropriation of the Company's funds or embezzlement View More

Cause. A termination for personal dishonesty, intentional misconduct, breach of fiduciary duty involving personal profit, failure to perform Employee's duties hereunder, conviction of, or plea of nolo contendere to, any law, rule or regulation (other than traffic violations or similar offenses).