Cause

Cause. The occurrence of one or more of the following: (i) Executive's conviction of a felony or a crime involving moral turpitude or dishonesty; (ii) Executive's participation in a fraud or act of dishonesty against the Company; (iii) Executive's intentional and material damage to the Company's property; (iv) material breach of Executive's employment agreement, the Company's written policies, or the Confidentiality Agreement; (v) conduct by Executive which demonstrates Executive's gross unfitness to... serve the Company as reasonably determined in good faith by the Board of Directors; or (vi) breach of fiduciary duty. View More

Cause. (i) the Executive's fraud, dishonesty, willful misconduct or deliberate injury to the Company or its affiliates or subsidiaries, in the performance of his duties hereunder; (ii) the Executive's intentional or grossly negligent refusal or failure to perform his duties consistent with his position with the Company; or (iii) the Executive's conviction of a felony

Cause. Means "Cause" as defined in Grantee's employment agreement (or employment offer letter, as applicable) with the Company, the Partnership or any Subsidiary as in effect as of the Grant Date if such agreement exists and contains a definition of Cause, or, if no such employment agreement (or employment offer letter, as applicable) exists or such employment agreement (or employment offer letter, as applicable) does not contain a definition of Cause, then "Cause" means (i) Grantee's willful and... continued failure to substantially perform his or her duties with the Company or its subsidiaries or affiliates (other than any such failure resulting from Grantee's incapacity due to physical or mental illness), after a written demand for substantial performance is delivered to Grantee, which demand specifically identifies the manner in which the Company believes that Grantee has not substantially performed his or her duties; (ii) Grantee's willful commission of an act of fraud or dishonesty resulting in economic or financial injury to the Company or its subsidiaries or affiliates; (iii) Grantee's conviction of, or entry by Grantee of a guilty or no contest plea to, the commission of a felony or a crime involving moral turpitude; (iv) a willful breach by Grantee of any fiduciary duty owed to the Company which results in economic or other injury to the Company or its subsidiaries or affiliates; (v) Grantee's willful and gross misconduct in the performance of his or her duties that results in economic or other injury to the Company or its subsidiaries or affiliates; or (vi) a material breach by Grantee of any of his or her obligations under any agreement with the Company or its subsidiaries or affiliates after written notice is delivered to Grantee which specifically identifies such breach. For purposes of this provision, no act or failure to act on Grantee's part will be considered "willful" unless it is done, or omitted to be done, by Grantee in bad faith or without reasonable belief that his or her action or omission was in the best interests of the Company. View More

Cause. "Cause," as used in this Agreement, will mean (as confirmed in writing by the C.E.O. ): (i) engaging in misconduct that is demonstrably and materially injurious to the Company, or the commission of any act of fraud, misappropriation, or any other intentional, wrongful or unlawful act by you, including, without limitation, any intentional, wrongful or unlawful act of deceit, dishonesty, insubordination or other acts of moral turpitude, in connection with your employment with the Company; (ii)... your conviction of, or plea of guilty or nolo contendere to, a crime involving moral turpitude, or any felony (whether or not subject to an appeal); (iii) an intentional, wrongful or unlawful breach by you of any fiduciary duty which you owe to the Company; (iv) your commission of any acts of gross negligence or willful misconduct in connection with your employment with the Company; (v) your willful or continued breach of a fiduciary duty or other duty or obligation under the Company's then-existing code of business conduct; (vi) your violation of a federal or state law or regulation applicable to the Company's business, which violation has or is likely to be injurious to the Company in the reasonable determination of the Board; (vii) any act of personal dishonesty taken by you in connection with your responsibilities as an employee which results in your substantial personal enrichment; (viii) your criminal charge of a felony which the Board reasonably determines has had or will have a material detrimental effect on the Company's reputation or business; or -8- (ix) a willful act by you that constitutes (A) a material breach of a material provision of any agreement between you and the Company, including this Agreement or accompanying agreements (including, specifically, your breach of any confidentiality or proprietary information agreement between you and the Company), or (B) your willful or continued failure to perform your duties or obligations as an employee, or (C) a material failure by you to comply with the Company's written policies or rules of employment in good standing, in each case under this clause (ix) if such breach or failure has not been or, in the determination of the Board, cannot be cured within thirty (30) days after written notification to you of such breach or failure. For purposes of this definition, "Company" will be interpreted to include any parent, subsidiary, affiliate or successor thereto, if appropriate. View More

Cause. The Executive's: (i) conviction of a felony (other than a traffic violation), a crime of moral turpitude, or any financial crime involving the Company; a willful act of dishonesty, breach of trust or unethical business conduct in connection with the business of the Company that has a material detrimental impact on the Company; (ii) the commission of fraud, misappropriation or embezzlement against the Company; any act or omission in the performance of his duties hereunder that constitutes... willful misconduct, willful neglect or gross neglect, in any such case if such action or omission is either material or repeated; (iii)repeated failure to use reasonable efforts in all material respects to adhere to the directions of the Board or the Chief Executive Officer, or the Company's policies and practices, after his being informed that he is not so adhering; and (iv)willful failure to substantially perform his duties properly assigned to him (other than any such failure resulting from his Disability (as defined below)); provided that the Company shall not be permitted to terminate the Executive for Cause except on written notice given to the Executive at any time following the occurrence of any of the events described in clause (i) or (ii) above and on written notice given to the Executive at any time not more than 30 days following the occurrence of any of the events described in clause (iii) or (iv) above (or, if later, the Company's knowledge thereof). View More

Cause. You are terminated for any of the following reasons: (i) your conviction of, or plea of nolo contendere to, a felony; (ii) your theft or embezzlement, or attempted theft or embezzlement, of money or property or assets of the Company; (iii) your termination consistent with the provisions and procedures of the Company's drug policy; (iv) your continued neglect of your duties in connection with your employment by the Company (not due to a physical or mental illness), which continues for at least... ten (10) days after written notice of demand for compliance is delivered to you by the Company, which demand identifies the manner in which the Company believes that you have not performed such duties and the steps required to cure such failure to perform; or (v) your intentional and willful engagement in misconduct which is materially injurious to the Company. Notwithstanding the foregoing clause (iv), you may not be terminated for Cause as a result of your failure or inability to perform assigned duties which are substantially inconsistent with your duties and responsibilities in effect during the year preceding any Change of Control. Notwithstanding the foregoing clauses, your employment shall not be deemed to be terminated for Cause, and no other action shall be taken by the Company which is adverse to you hereunder unless and until there shall have been delivered to you a copy of a statement of the basis for Cause, signed and approved by the Company's Chief Executive Officer. View More

Cause. The occurrence of any of the following: (i) A Participant commits any act of gross misconduct or repeat or continue any other serious breach of his or her duties under the applicable employment agreement; or (ii) A Participant is guilty of any conduct which in the reasonable opinion of the Board brings him or her or the Company or its Subsidiaries into disrepute; or (iii) A Participant breaches the provisions of the Company's Code of Ethics; or (iv) A Participant is convicted of any criminal... offence which in the reasonable opinion of the Board affects his or her position with the Company; or (v) A Participant commits any act of dishonesty whether relating to the Company, any Subsidiary, any of its or their employees or otherwise; or (vi) A Participant becomes bankrupt or makes any arrangement or composition with his or her creditors generally; or (vii) A Participant has in the reasonable opinion of the Board become incompetent to perform his or her duties; or (viii) A Participant has become prohibited by law from being a director of a company or ceased to be a director of the Company or any Subsidiary without the consent or concurrence of the Board. View More

Cause. (i) Executive's act(s) of willful misconduct in the course of Executive's employment hereunder, (ii) Executive's act(s) of gross negligence in the course of Executive's employment hereunder, that result in, or could be reasonably expected to result in, material injury to the reputation or business of the Company or any other member of the Company Group, (iii) embezzlement or fraud committed (or attempted) by Executive, at Executive's direction, or with Executive's prior actual knowledge, (iv)... Executive's conviction of or pleading "guilty" or " no contest" to a felony, (v) any material violation by Executive of the written material policies of the Company Group, or (vi) Executive's material breach of this Agreement or breach of the Non-Interference Agreement. For purposes of this definition of Cause, no act or failure to act on the part of Executive shall be considered "willful" if it is done, or omitted to be done, by Executive in good faith and with a good faith belief that Executive's act or omission was in the best interests of the Company. If, within ninety (90) days subsequent to Executive's termination for any reason other than by the Company for Cause, the Company determines that Executive's employment could have been terminated for Cause, Executive's employment will be deemed to have been terminated for Cause for all purposes, and Executive will be required to disgorge to the Company all amounts received pursuant to this Agreement or otherwise on account of such termination that would not have been payable to Executive had such termination been by the Company for Cause. View More

Cause. (i) continual or deliberate neglect by Employee in the performance of his material duties and responsibilities or the Employee's willful failure to follow reasonable instructions or policies of Employer (for purposes of this subsection C the term Employer shall include any Successor of Employer) applicable to Employee after a Change in Control Event after being notified of such failure and being given a reasonable opportunity and period to remedy such failure; (ii) with respect to Employee,... conviction of, indictment for (or its procedural equivalent), entering of a guilty plea or plea of no contest with respect to a felony, a crime of moral turpitude or any other crime with respect to which imprisonment is a possible punishment, or the commission of an act of embezzlement or fraud; (iii) any breach or violation by Employee in any material respect of any code or standard of behavior generally applicable to employees of Employer, after being advised in writing of such breach or violation and being given a reasonable opportunity and period to remedy such breach or violation; (iv) dishonesty of Employee in any aspect of his or her employment, or breach of a fiduciary duty to Employer or to Employer's its subsidiaries; (v) the willful engaging by Employee in conduct that is reasonably likely to result, in the good faith judgment of Employer, in material injury to Employer or any of its subsidiaries or affiliates, monetarily or otherwise; (vi) the violation by Employee of any applicable federal or state law, or any applicable rule, regulation, order or statement of policy promulgated by any governmental agency or authority having jurisdiction over Employer or any of its affiliates or subsidiaries (a "Regulatory Authority," including without limitation the Federal Deposit Insurance Corporation, the Virginia Bureau of Financial Institutions, Office of the Comptroller of the Currency, the Federal Reserve Board, the Securities and Exchange Commission or any other regulatory agency), which results from Employee's negligence, misconduct or disregard of such law, rule, regulation, order or policy statement and results in any not immaterial damage, monetary or otherwise, to Employer or any of its affiliates or subsidiaries or to their reputation; (vii) the conviction of Employee of any felony or any criminal offense involving dishonesty or breach of trust, or the occurrence of any event described in Section 19 of the Federal Deposit Insurance Act or any other event or circumstance which disqualifies Employee from serving as an employee or executive officer of, or a party affiliated with, Employer or any of its affiliates or subsidiaries; or, in the event Employee becomes unacceptable to, or is removed, suspended or prohibited from participating in the conduct of the affairs of Employer or any of its affiliates or subsidiaries (or if proceedings for that purpose are commenced) by, any Regulatory Authority; or (viii) the exclusion of Employee by the carrier or underwriter from coverage under Employer's then current "blanket bond" or other fidelity bond or insurance policy covering its or its affiliates' or subsidiaries' directors, officers or employees, or the occurrence of any event which Employer believes, in good faith, will result in Employee being excluded from such coverage, or having coverage limited as to Employee as compared to other covered officers or employees, pursuant to the terms and conditions of such "blanket bond" or other fidelity bond or insurance policy. View More

Cause. Means (i) any willful material violation by the Holder of any law or regulation applicable to the business of the Company or a Parent or Subsidiary of the Company, the Holder's conviction for, or guilty plea to, a felony or a crime involving moral turpitude, any willful perpetration by the Holder of a common law fraud, (ii) the Holder's commission of an act of personal dishonesty which involves personal profit in connection with the Company or any other entity having a business relationship... with the Company, (iii) any material breach by the Holder of any provision of any agreement or understanding between the Company, or any Parent or Subsidiary of the Company, and the Holder regarding the terms of the Holder's service as a Service Provider, including without limitation, the willful and continued failure or refusal of the Holder to perform the material duties required of such Holder as a Service Provider, other than as a result of having a Disability, or a breach of any applicable invention assignment and confidentiality agreement or similar agreement between the Company and the Holder, (iv) Holder's disregard of the policies of the Company or any Parent or Subsidiary of the Company so as to cause loss, damage or injury to the property, reputation or employees of the Company or a Parent or Subsidiary of the Company, or (v) any other misconduct by the Holder which is materially injurious to the financial condition or business reputation of, or is otherwise materially injurious to, the Company or a Parent of Subsidiary of the Company. View More