Cause

Cause. Means (a) if the Grantee is a party to an employment or a severance agreement with the Company or one of the Subsidiaries in which 'cause' is defined, the occurrence of any circumstances defined as 'cause' in such employment or severance agreement, or (b) if the Grantee is not a party to an employment or severance agreement with the Company or one of the Subsidiaries in which 'cause' is defined, (i) the Grantee's indictment for, or conviction or entry of a plea of guilty or nolo contendere to... (A) any felony (or crime of similar classification in non-U.S. jurisdictions) or (B) any crime (whether or not a felony) involving moral turpitude, fraud, theft, breach of trust or other similar acts, whether of the United States or any state thereof or any similar foreign law to which the Grantee may be subject, (ii) the Grantee being or having been engaged in conduct constituting breach of fiduciary duty, willful misconduct or gross negligence relating to the Company or any of the Subsidiaries or the performance of the Grantee's duties, (iii) the Grantee's willful failure to (A) follow a reasonable and lawful directive of the Company or of the Subsidiary at which the Grantee is employed or to which the Grantee provides services, or the Board or (B) comply with any written rules, regulations, policies or procedures of the Company or a Subsidiary at which the Grantee is employed or to which the Grantee provides services which, if not complied with, would reasonably be expected to have an adverse effect (other than a de minimis adverse effect) on the business or financial condition of the Company, (iv) the Grantee's violation of the Grantee's employment, consulting, separation or similar agreement with the Company or any non-disclosure, non-solicitation or non-competition covenant in any other agreement to which the Grantee is subject or (v) the Grantee's deliberate and continued failure to perform the Grantee's material duties to the Company or any of its Subsidiaries. View More

Cause. Means any one of the following: (a) personal dishonesty or willful misconduct in connection with any material aspect of your duties to the Company; (b) breach of fiduciary duty; (c) your conviction for, or your pleading guilty or no contest to, any felony or crime involving moral turpitude; or (d) your willful or intentional misconduct that causes (or is reasonably believed by the Company to have caused) material and demonstrable injury, monetarily or otherwise, to the Company;

Cause. Means (i) the willful commission by the Executive of a criminal or other act that causes or will probably cause substantial economic damage to the Corporation or a Subsidiary or substantial injury to the business reputation of the Corporation or a Subsidiary; (ii) the commission by the Executive of an act of fraud in the performance of such Executive's duties on behalf of the Corporation or a Subsidiary; (iii) the continuing willful failure of the Executive to perform the duties of such... Executive to the Corporation or a Subsidiary (other than any such failure resulting from the Executive's Disability or occurring after issuance by Executive of a Notice of Termination for Good Reason) after written notice thereof (specifying the particulars thereof in reasonable detail) and a reasonable opportunity to be heard and cure such failure are given to the Executive by the Board; or (iv) the order of a federal or state bank regulatory agency or a court of competent jurisdiction requiring the termination of the Executive's employment. For purposes of this subparagraph, no act, or failure to act, on the Executive's part shall be deemed "willful" unless done, or omitted to be done, by the Executive not in good faith and without reasonable belief that the action or omission was in the best interest of the Corporation or a Subsidiary. View More

Cause. The occurrence of any of the following events, as determined by Redfin and/or the Board in its and/or their sole and absolute discretion: (i) Executive has been convicted of, or has pleaded guilty or nolo contendere to, any felony or any crime involving moral turpitude; (ii) Executive has engaged in willful act of gross misconduct that results in (or would reasonably be expected to result in) harm to Redfin; (iii) Executive has made any unauthorized disclosure or use of Redfin's confidential or... proprietary information; (iv) Executive has breached any material term or condition of Executive's Confidential Information and Invention Assignment Agreement with Redfin; (v) Executive has committed any act of fraud, theft, embezzlement, misappropriation of funds, breach of fiduciary duty or other willful act of material dishonesty against Redfin that results in (or would reasonably be expected to result in) harm to Redfin; or (vi) Executive has breached any material term or condition of this Agreement or any other material agreement with Redfin; provided; however that the action or conduct described in clause (vi) above will constitute "Cause" only if such action or conduct continues after Redfin has provided Executive with written notice thereof and ten (10) business days to cure the same if such action or conduct is curable. The determination as to the existence of grounds for Executive's termination for Cause shall be made in good faith by Redfin or the Board and shall be final and binding on Executive. View More

Cause. The same meaning as the definition of Cause as set forth in the Plan

Cause. (a) Klein's commission of an act of fraud or embezzlement against WUC or any of its Affiliates or a breach of Klein's fiduciary duty to WUC; (b) any conviction of, or plea of guilty or nolo contendere by, Klein with respect to a felony (other than a traffic violation); or (c) Klein's material breach of the terms of this Agreement or any other agreement between Klein and WUC or of a material written policy or code of conduct of WUC, or any of its Affiliates; provided, however, that Cause shall... not be deemed to exist under clause (d), unless Klein has first been given reasonably detailed written notice of the grounds for such Cause and Klein has not contested such grounds and in the event Klein contests such grounds, the final determination of such issue by a court. View More

Cause. (i) the willful and continued failure of Employee to perform Employee's duties with Employer, other than any such failure resulting from Disability, or to follow the directives of the Bancorp Board or a more senior executive of Employer, following written notice from the Chief Executive Officer of Employer specifying such failure; (ii) Employee's willful misconduct or gross negligence (including, but not limited to, a material willful violation of Employer's written corporate governance and... ethics guidelines and codes of conduct) in connection with Employer's business or relating to Employee's duties hereunder; (iii) Employee's habitual substance abuse; (iv) Employee's being convicted of, or pleading guilty or nolo contendere to, a felony or a crime involving moral turpitude; (v) Employee's willful theft, embezzlement or act of comparable dishonesty against Employer; (vi) a willful act by Employee which constitutes a material breach of Employee's fiduciary duty to Employer; (vii) a material breach by Employee of this Agreement, which breach is not cured (if curable) by Employee within 30 days following Employee's receipt of written notice thereof; or (viii) conduct by Employee that results in the permanent removal of Employee from Employee's position as an officer or employee of the Bancorp or the Bank pursuant to a written order by any banking regulatory agency with authority or jurisdiction over the Bancorp or the Bank, as the case may be. For purposes of this Section 3(a), no act or failure to act on the part of Employee shall be considered "willful" unless it is done, or omitted to be done, by Employee in bad faith or without reasonable belief that Employee's action or omission was in the best interests of Employer. View More

Cause. That the Company makes a good faith determination that Miller has: (1) violated any Company policy or procedure that causes material harm or risk to the Company including but not limited to sexual harassment, misappropriation, or fraud; (2) been convicted of a crime which is injurious to the Company's operation or reputation; (3) engaged in a material breach of this Agreement; (4) engaged in willful failure or willful inability to perform Miller's duties under this Agreement; (5) engaged in any... act or omission, which in any material way impairs the reputation, goodwill or business position of the Company; or (6) Miller is prohibited by order of a government agency or court from being employed by the Company or any Company Affiliate in the role set forth in this Agreement; For purposes of subsections (3) and (4) of this Section 9(b), a termination will not be for "Cause" to the extent such conduct is curable, unless Company shall have notified Miller in writing describing such conduct and prescribing conduct required to cure such conduct and Miller shall have failed to cure such conduct within ten 8 (10) business days after his receipt of such written notice. Miller's refusal to relocate to retain his employment shall not constitute "Cause." For purposes of this definition of Cause, no act or failure to act on the part of Miller shall be considered willful if it is done, or omitted to be done, by Miller in good faith and with a good faith belief that Miller's act or omission was in the best interests of Company. View More

Cause. Has the meaning in the Participant's employment agreement with the Company or, if there is no such agreement or definition, means that the Participant (a) is convicted of, or pleads guilty or nolo contendere to, a felony (other than a traffic-related felony) or any other crime involving dishonesty or moral turpitude; or (b) willfully engages in illegal conduct or gross misconduct that is materially and demonstrably injurious to the Company; or (c) willfully violates any noncompetition or... nonsolicitation covenant between the Participant and the Company. The determination of " Cause" shall be in the reasonable discretion of the Administrator. View More

Cause. The following, regardless of when it is discovered by the Company: (A) Participant's conviction, including the entry of a plea of guilty or no contest, of a felony, or any other criminal violation involving dishonesty, fraud, or breach of trust; (B) Participant's willful engagement in any misconduct in the performance of his or her duty that materially injures the Corporation, or its affiliates; (C) Participant's performance of any act which, if known to the customers, clients, employees, or... stockholders of the Corporation, would materially and adversely impact the business of the Corporation, or its affiliates; or (D) Participant's willful and substantial nonperformance of assigned duties; provided that such nonperformance continues more than ten (10) days after the Participant has been given written notice of such nonperformance and of its intention to terminate Participant's employment because of such nonperformance. If there is an employment agreement in effect between the Participant and the Corporation that provides for termination for cause, then the definition of "cause" contained in that agreement, and not this definition, shall govern any CARs under this Plan View More