Cause

Cause. Has the meaning set forth in Holder's employment agreement with the Company, and if not so defined means dishonesty, fraud, misconduct, disclosure of confidential information, conviction of, or a plea of guilty or no contest to, a felony under the laws of the United States or any state thereof, habitual absence from work for reasons other than illness, intentional conduct which causes significant injury to the Company, habitual abuse of alcohol or a controlled substance, in each case as... determined by the Committee, and its determination shall be conclusive and binding. View More

Cause. Shall have the meaning provided for in the Holder's employment agreement with the Corporation that is in effect on the Award Date.

Cause. (i) your conviction or plea of nolo contendere to a felony or other intentional misconduct that, in the reasonable and good faith determination of the Board of Directors, (A) makes it impracticable for you to discharge substantially all of your duties as an officer of the Company, or (B) has a deleterious effect on the Company's reputation in its market or in the financial community, (ii) you commit gross negligence or intentional misconduct (including, without limitation, embezzlement, fraud... or dishonesty) that is materially injurious to the Company, or (iii) you violate in a material respect your employment duties (including, but not limited to, (A) a willful or grossly negligent act by you constituting a material breach of the PIIA or (B) your failure to substantially perform your duties as an employee of the Company consistent with your title and duties and you do not cure such violation within fifteen (15) calendar days after receiving written notice from the Company detailing the specific actions of such failure to perform and the specific actions necessary for you to cure such failure to perform. View More

Cause. A determination by the Administrator that any of the following has occurred: (A) commission of any act of fraud, embezzlement (B) a material breach of any provision of Attachment A, (C) a material breach of any provision of Attachment B, (D) any unauthorized use or disclosure of confidential information or trade secrets of the Company (or any of its affiliated corporations) or (E) any other willful misconduct adversely affecting the business or affairs of the Company (or any its affiliated... corporations); provided, however, if "Cause" is defined in an employment or other written agreement between the Company (or any Parent or Subsidiary) and the Participant, then Cause shall have the meaning assigned to such term in such employment or other agreement View More

Cause. (A) the willful and continued failure of a Participant to perform substantially his or her duties with the Company (other than any such failure resulting from his or her incapacity due to physical or mental illness) after a written demand for substantial performance is delivered to such Participant by the Board which specifically identifies the manner in which the Board believes that he or she has not substantially performed such duties, (B) the willful engaging by a Participant in illegal... conduct or gross misconduct which is demonstrably and materially injurious to the Company or its affiliates, or (C) a Participant's conviction of, or plea of guilty or nolo contendere to, a felony or other crime involving moral turpitude. For purposes of this paragraph, no act or failure to act by a Participant shall be considered "willful" unless done or omitted to be done by such Participant in bad faith and without reasonable belief that such Participant's action or omission was in the best interests of the Company or its affiliates. Cause shall not exist unless and until the Company has delivered to a Participant a copy of a resolution duly adopted by three-quarters (3/4) of the entire Board (excluding such Participant if he or she is a Board member) at a meeting of the Board called and held for such purpose (after reasonable notice to such Participant and an opportunity for such Participant, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board an event set forth in clauses (A), (B) or (C) has occurred and specifying the particulars thereof in detail View More

Cause. In the context of termination of status as an Eligible Participant: (i) the Eligible Participant engages in one or more unsafe and unsound banking practices or material violations of a law or regulation applicable to the Company or any of its Subsidiaries, any repeated violations of a policy of the Company or any of its Subsidiaries after being warned in writing by the Board and/or a senior officer not to violate such policy, any single violation of a policy the Company or any of its... Subsidiaries if such violation materially and adversely affects the business or affairs of the Company or any of its Subsidiaries, or a direction or order of the Board and/or one of the Eligible Participant's senior officers; (ii) the Eligible Participant engages in a breach of fiduciary duty or act of dishonesty involving the affairs of the Company or any of its Subsidiaries; (iii) the Eligible Participant is removed or suspended from banking pursuant to Section 8(e) of the Federal Deposit Insurance Act or any other applicable State or Federal law; (iv) the Eligible Participant commits a material breach of his obligations under a written agreement between the Company and the Eligible Participant; (v) the Eligible Participant fails to perform his duties to the Company and any of its Subsidiaries with the degree of skill, care or competence expected by the Board and/or the Eligible Participant's senior officers View More

Cause. Any act or omission by you which constitutes: (i) fraud, embezzlement or material, willful misconduct; (ii) any indictment for, conviction of or entry of a plea of nolo contendere to any felony; (iii) illegal possession or use of any drug or narcotic, (iv) any violation of the Endeavour Code of Business Conduct, (v) your willful failure or refusal to perform your duties or responsibilities after written notice of and your failure to reasonably correct within 30 days following such notice and... thereafter (other than by reason of your disability) such failure or refusal, or (vi) any other reason entitling Endeavour to dismiss you lawfully and summarily. Any determination of Cause shall be reasonably made by the management of Endeavour and shall be binding on you and your successors and assigns. View More

Cause. Any act or omission by you which constitutes: (i) fraud, embezzlement or material, willful misconduct; (ii) any indictment for, conviction of or entry of a plea of nolo contendere to any criminal offence (other than an offence under any road traffic legislation for which a penalty of imprisonment cannot be imposed; (iii) illegal possession or use of any drug or narcotic, (iv) any violation of the Endeavour Code of Business Conduct, (v) termination for poor performance, poor attendance,... misconduct or gross misconduct as described in the Endeavour UK Disciplinary and Dismissal Policy, as amended from time to time, or (vi) any other reason entitling Endeavour to dismiss you lawfully and summarily. Any determination of Cause shall be reasonably made by the management of the Company and shall be binding on you and your successors and assigns. View More

Cause. (a) your willful and continued failure to perform substantially your duties with the Company (other than any such failure resulting from incapacity due to physical or mental illness, and specifically excluding any failure by you, after reasonable efforts, to meet performance expectations), for thirty (30) days after a written demand for substantial performance is delivered to you by the Chief Executive Officer of Move which specifically identifies the manner in which the Chief Executive Officer... believes that you have not substantially performed your duties, or (b) your willful engagement in illegal conduct or gross misconduct which is materially and demonstrably injurious to the Company. For purposes of this provision, no act or failure to act, on the part of you, shall be considered "willful" unless it is done, or omitted to be done, by you in bad faith without reasonable belief that your action or omission was in the best interests of the Company. View More

Cause. Shall mean the commission by Executive of any of the following acts or omissions, as determined by the Board of Directors or a committee thereof in good faith: (i) willful and continued failure to use best efforts to substantially perform his duties to the Corporation (other than any such failure resulting from Executive's incapacity due to physical or mental illness) for a period of thirty (30) days after written demand for substantial performance is delivered by the Corporation specifically... identifying the manner in which the Corporation believes Executive has not substantially performed his duties; (ii) willful and material failure to comply with Executive's obligations under any agreement between Executive and the Corporation or any policy of the Corporation; (iii) any act of fraud, embezzlement, misappropriation, or misuse of the assets or property of the Corporation, including any corporate opportunity; or (iv) A conviction of or plea of "guilty" or "no contest" to a felony under the laws of the United States or any state thereof. For purposes of this Section 1(b), no act, or failure to act, on Executive's part shall be considered "willful" unless done, or omitted to be done, by him not in good faith and without reasonable belief that his action or omission was in furtherance of, or not opposed to, the interests of the Corporation. View More