Cause

Cause. Shall have the same meaning given to such term (or other term of similar meaning) in an Employment Agreement for purposes of termination of employment under such agreement, and in the absence of any such agreement or if such agreement does not include a definition of Cause (or other term of similar meaning), the term Cause shall mean (i) any material breach by the Participant of any agreement to which the Participant and the Company or an Affiliate are parties, (ii) any continuing act or... omission to act by the Participant which may have a material and adverse effect on the Company's business or on the Participant's ability to perform services for the Company or an Affiliate, including, without limitation, the commission of any crime (other than minor traffic violations), or (iii) any material misconduct or material neglect of duties by the Participant in connection with the business or affairs of the Company or an Affiliate View More

Cause. The meaning defined in the Company's 2014 Equity Incentive Plan.

Cause. As such term is defined in that certain Employment Agreement between you and Jostens dated as of November 19, 2013 (the "Employment Agreement")

Cause. The occurrence of one or more of the following: (i) Your commission of fraud or other unlawful conduct in your performance of duties for the Company; (ii) your conviction of, or a plea of guilty or nolo contendere to, a felony or other crime (except for misdemeanors which are not materially injurious to the business or reputation of the Company or a Company affiliate); or (iii) your willful refusal to perform in any material respect your duties and responsibilities for the Company or a Company... affiliate or your failure to comply in any material respect with the terms of any agreement between you and the Company, including any proprietary information and assignment of inventions agreement or and the policies and procedures of the Company or a Company affiliate at which you are employed or serve as an officer and/or director if such refusal or failure causes or reasonably expects to cause injury to the Company or a Company affiliate; (iv) fraud or other illegal conduct in your performance of duties for the Company or a Company affiliate; (v) any conduct by you which is materially injurious to the Company or a Company affiliate or materially injurious to the business reputation of the Company or a Company affiliate. The foregoing events are an exhaustive list for which your employment can be terminated by the Company for Cause for purposes of this Agreement. Prior to your termination for Cause at any time within 12 months following a Change in Control, you will be provided with written notice from the Company describing the conduct forming the basis for the alleged Cause and to the extent curable as determined by the Board in its good faith discretion, an opportunity of 15 days to cure such conduct before the Company may terminate you for Cause. If the Board determines that the Cause event is curable, you may during this 15 day period present your case to the full Board before any termination for Cause is finalized by the Company. Any termination for "Cause" will not limit any other right or remedy the Company may have under this Agreement or otherwise. View More

Cause. (i) Executive's breach of this Agreement, or any confidentiality agreement or invention assignment agreement between Executive and the Company (or any affiliate of the Company); (iii) Executive's causing the Company to enter into any single agreement that obligates the Company to invest or spend $3,000,000 or more of Company funds without first obtaining Board approval for such action; (iii) Executive being convicted of, or entering a plea of nolo contendere to, any felony; or (iv) Executive's... willful and knowing violation of any federal or state law or regulation applicable to the business of the Company which willful and knowing violation was or is likely to have a detrimental effect on the Company's business that is not immaterial to the Company. View More

Cause. (i) Executive's failure to perform his assigned duties or responsibilities as an employee (other than a failure resulting from the Executive's disability) of the Company and/or Zag.com Inc. after written notice thereof from the Company and/or Zag.com Inc., as applicable, describing Executive's failure to perform such duties or responsibilities; (ii) Executive engaging in any act of dishonesty, fraud or misrepresentation with respect to the Company and/or Zag.com Inc.; (iii) Executive's... violation of any federal or state law or regulation applicable to the business of the Company, Zag.com Inc. and/or their respective affiliates; (iv) Executive's breach of any confidentiality agreement or invention assignment agreement between Executive and the Company and/or Zag.com Inc. (and/or any of their respective affiliates); or (v) Executive being convicted of, or entering a plea of nolo contendere to, any crime. View More

Cause. Any of the following: (a) conviction of a felony involving dishonest acts during the term of this Agreement; (b) any willful and material misapplication by Executive of the Company's funds, or any other material act of dishonesty committed by Executive toward the Company; or (c) Executive's willful and material breach of this Agreement or willful and material failure to substantially perform his duties hereunder (other than any such failure resulting from mental or physical illness) after... written demand for substantial performance is delivered by the Board which specifically identifies the manner in which the Board believes Executive has not substantially performed his duties and Executive fails to cure his nonperformance after receipt of notice as required by this Section 1.4. Executive shall not be deemed to have been terminated for Cause without first having been (a) provided written notice of not less than thirty (30) days setting forth the specific reasons for the Company's intention to terminate for Cause, (b) an opportunity for Executive, together with his counsel, to be heard before the Board, and (c) delivery to Executive of a notice of termination from the Board stating that a majority of the Board found, in good faith, that Executive had engaged in the willful and material conduct referred to in such notice. For purposes of this Agreement, no act, 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 Executive's action or omission was in the best interest of the Company. View More

Cause. (i) willful failure to perform, or gross negligence in the performance of, the Employee's duties for the Company or any of its affiliates; (ii) knowing and material breach by the Employee of any obligation to the Company or any of its affiliates with respect to confidential information, non-competition, non-solicitation or the like; (iii) the Employee's breach of fiduciary duty, fraud, embezzlement or other material dishonesty with respect to the Company or any of its affiliates; or (iv) the... Employee's conviction of, or plea of nolo contendere to, a felony (other than felonies vehicular in nature) or any other crime involving moral turpitude; provided, however that with respect to the grounds set forth in Section 1.4(i), Cause shall not be deemed to exist until the Employee has been given written notice of the facts or circumstances allegedly constituting such grounds and, where reasonably subject to cure, thirty (30) days to cure. View More

Cause. The Executive's (i) act of illegal conduct or gross misconduct; (ii) act of fraud, embezzlement or theft in connection with the business of the Company; (iii) disclosure of confidential information or trade secrets of the Company or confidential information relating to customers of the Company or a subsidiary or affiliate; (iv) act constituting a felony or a misdemeanor involving moral turpitude for which the Executive is convicted by any federal, state or local authority, or to which the... Executive enters a plea of guilty or nolo contendere; (v) unlawful use or possession of illegal drugs on the Company's premises or while performing his duties and responsibilities owing to the Company; (vi) act or omission that causes the Executive to be disqualified or barred by any governmental or self-regulatory authority from serving in the Executive's employment capacity or losing any governmental or self- regulatory license that is reasonably necessary for the Executive to perform the Executive's responsibilities to the Company; or (vii) being subject to the prohibitions of Section 19(a)(1) of the Federal Deposit Insurance Act. View More

Cause. Shall mean any of the following: i. The engaging by the Executive in illegal or fraudulent conduct, which conduct is proven to be materially and demonstrably injurious to the Company as determined by a vote of the majority of the Board members then in office; provided, however that the Board has given the Executive advance notice of such intent to terminate for Cause including the reasons therefor, together with a reasonable opportunity for the Executive to appear with counsel before the Board... and to reply to such notice. ii. A conviction of a felony, which the Board determines has a significant adverse impact on the Company in the conduct of the Company's business; iii. Willful or grossly negligent failure by Executive to perform his duties in a manner consistent with the Company's best interests; or iv. Willful violation by the Executive of the Company's policies and procedures. View More