Cause

Cause. Means (i) engaging in (A) willful or gross misconduct or (B) willful or gross neglect; (ii) the commission of a felony or a crime involving any of the following: moral turpitude, dishonesty, breach of trust or unethical business conduct; or the commission of any crime involving the Company or any of its Subsidiaries; (iii) fraud, misappropriation or embezzlement; or (iv) the Participant's abuse of illegal drugs or other controlled substances or the Participant's habitual intoxication while... providing services for the Company or any of its Affiliates. View More

Cause. (i) your continued failure to diligently to perform your duties with the Company or any of its subsidiaries ten (10) days after written notice of such failure has been given to you by the Company or any of its affiliates, (ii) your gross negligence or willful misconduct which causes material injury, monetary or otherwise, to the Company or any of its affiliates, (iii) your indictment for, or conviction or entry of a plea of guilty or nolo contendere to (1) any felony or (2) any crime (whether... or not a felony) involving moral turpitude, fraud, theft, breach of trust or other similar acts that has a substantial and adverse effect on your qualifications or ability to perform your duties, (iv) your intentional action which you know would not comply with the laws of the United States or any other jurisdiction applicable to your actions on behalf of the Company or any of its subsidiaries, including specifically, without limitation, the United States Foreign Corrupt Practices Act, generally codified in 15 U.S.C. 78 (the "FCPA"), as the FCPA may hereafter be amended, and/or its successor statutes; or (v) your use of illegal drugs or habitual drunkenness. View More

Cause. Means, with respect to Participant: (a) Participant's willful conduct that is materially injurious to the Company or any of its Affiliates (whether monetary or otherwise) or the commission of any other material act or omission involving dishonesty with respect to the Company or any of its Affiliates; (b) Participant's conviction of a felony or of any misdemeanor involving a crime of moral turpitude; (c) Participant's fraud, misappropriation of any money, assets, or other property of the Company... or any of its Affiliates, embezzlement, or the like; (d) Participant's insubordination or other willful refusal to comply with any lawful request of the Board, including without limitation failure to cooperate in any investigation conducted and/or undertaken by the Company or any of its Affiliates that has reasonable and legitimate objectives; or (e) Participant's material breach of any of his obligations, duties, or agreements to the Company or any of its Affiliates, which breach cannot be cured or, if capable of being cured, is not cured within thirty (30) days after receipt of written notice of the need to cure. View More

Cause. Shall mean a Participant (a) engages in conduct that constitutes willful misconduct, dishonesty, or gross negligence in the performance of his or her duties and results in material detriment to the Corporation or an Affiliate; (b) breaches his or her fiduciary duties to the Corporation or an Affiliate; (c) willfully fails to carry out the lawful and ethical directions of the person(s) to whom he or she reports, which failure is not promptly corrected after notification; (d) engages in conduct... that is demonstrably and materially injurious to the Corporation or an Affiliate, or that materially harms the reputation, good will, or business of the Corporation or an Affiliate; (e) engages in conduct that is reported in the general or trade press or otherwise achieves general notoriety and that is scandalous, immoral or illegal and materially harms the reputation, good will, or business of the Corporation or an Affiliate; (f) is convicted of, or enters a plea of guilty or nolo contendere (or similar plea) to, a crime that constitutes a felony, or a crime that constitutes a misdemeanor involving moral turpitude, dishonesty or fraud; (g) is found liable in any Securities and Exchange Commission or other civil or criminal securities law action, or any cease and desist order applicable to him or her is entered (regardless of whether or not the Participant admits or denies liability); (h) uses, without authorization, confidential or proprietary information of the Corporation or an Affiliate or information which the Corporation or Affiliate is obligated not to use or disclose, or discloses such information without authorization and such disclosure results in material detriment to the Corporation or an Affiliate; (i) breaches any written or electronic agreement with the Corporation or an Affiliate not to disclose any information pertaining to the Corporation or an Affiliate or their customers, suppliers and businesses and such breach results in material detriment to the Corporation or an Affiliate; (j) materially breaches any agreement relating to non-solicitation, non-competition, or the ownership or protection of the intellectual property of the Corporation or an Affiliate; or (k) breaches any of the Corporation's or an Affiliate's policies applicable to him or her, whether currently in effect or adopted after the Effective Date of the Plan, and such breach, in the Committee's judgment, could result in material detriment to the Corporation or an Affiliate. View More

Cause. Means: (i) a repeated, substantial, or willful neglect of duties, or a failure to abide any Company established policies or procedures; (ii) Employee's conviction of a (x) felony or (y) crime involving moral turpitude (other than crimes punishable only by a fine or other non-custodial penalty); (iii) any willful malfeasance or misconduct by Employee that is demonstrably injurious to the Company; (iv) the commission of an act of material dishonesty, or any type of fraud; (v) any material breach... by Employee of Sections 3 or 4 of this Agreement; or (vi) any material breach by Employee of any of the other terms of this Agreement, which breach is not cured within ten (10) days following formal written notice by the Company to Employee of such failure. Notwithstanding the foregoing, "Cause" shall cease to exist for any of the aforementioned enumerated events on the sixtieth (60th) day following the later of its occurrence or the Company's knowledge thereof, unless the Company has given Employee written notice thereof prior to such date. View More

Cause. Any of the following: (i) a material breach or material default (including, without limitation, any material dereliction of duty) by Executive of this Agreement or any agreement between Executive and the Company, or a repeated failure by Executive to follow the direction of the Company; (ii) Executive's gross negligence, willful misfeasance or breach of fiduciary duty to the Company or its affiliates; (iii) the commission by Executive of an act or omission involving fraud, embezzlement,... misappropriation or dishonesty in connection with Executive's duties to the Company or its affiliates or that is otherwise likely to be materially injurious to the business or reputation of the Company or its affiliates; or (iv) Executive's conviction of, indictment for, or pleading guilty or nolo contendere to, any felony or other crime involving fraud or moral turpitude. For purposes of this subsection, no act or failure to act on Executive's part shall be considered "willful" unless done, or omitted to be done, by Executive not in good faith and without reasonable belief that his action or omission was in the best interest of the Company. Any determination of whether Cause exists shall be made by the Company in its sole and absolute discretion. Provided, however, that before a termination for Cause pursuant to Section 1(a)(iii) or (iv) is effective, Executive will be given written notice of the particular circumstances constituting the basis for the termination for Cause and thirty (30) calendar days to cure those particular circumstances (the "Executive's Cure Period"). Any determination as to whether Executive successfully cured the circumstances at issue shall be made by the Company in its sole and absolute discretion. Failing such cure, Executive's termination for Cause pursuant to Section 1(a)(iii) or (iv) shall be effective on the day immediately following the expiration of Executive's Cure Period. View More

Cause. Termination of your employment by the Company if you are guilty of (i) bribery in violation of the Code of Conduct (or similar policy) of the Company or other Ribbon Entity employing you at the relevant time and/or local law and regulation including, without limitation, the UK Bribery Act, (ii) engaging in acts in the course of your employment with any Ribbon Entity that constitute theft, fraud or embezzlement, (iii) intentional or negligent misconduct which materially and adversely affects any... Ribbon Entity and which is not cured within thirty (30) days following your receipt of written notice of such misconduct, (iv) unauthorized disclosure of proprietary information of a material and confidential nature relating to any Ribbon Entity, which unauthorized disclosure has a material adverse effect on any Ribbon Entity, (v) material violation of any Ribbon Entity policy, agreement or procedure which is not cured within thirty (30) days following receipt of written notice of same, (vi) excessive absenteeism, (vii) material neglect of duty, (viii) failure to perform the duties of your position to the satisfaction of the Board (or your direct supervisor) which is not cured within thirty (30) days following receipt of written notice of same, (ix) insubordination or failure to perform and carry out any directive of the Board (or your direct supervisor), (x) alcohol or substance abuse, (xi) being convicted of a felony or pleading "no contest" to a felony charge, or (xii) failing to cooperate with the Ribbon Entities and/or their professional advisors in any investigation (whether internal or external) or any formal legal or investigative proceeding. The determination of whether a termination of your employment is for Cause shall be made by the Board or a committee thereof (or its designee). View More

Cause. (i) the Optionee's failure to attempt in good faith to perform his lawful duties (other than as a result of Disability); (ii) the Optionee's willful misconduct or gross negligence of a material nature in connection with the performance of his duties as an employee, which is or could reasonably be expected to be materially injurious to the Company, or any of its affiliates (whether financially, reputationally or otherwise); (iii) a breach by the Optionee of the Optionee's fiduciary duty or duty... of loyalty to the Company or its affiliates; (iv) the Optionee's intentional and unauthorized removal, use or disclosure of the Company's or any affiliate's document (in any medium or form) relating to the Company or an affiliate, or the customers of the Company or an affiliate thereof and which is not pursuant to his lawful duties and may be injurious to the Company, its customers or their respective affiliates; (v) the willful performance by the Optionee of any act or acts of dishonesty in connection with or relating to the Company's or its affiliates' business, or the willful misappropriation (or willful attempted misappropriation) of any of the Company's or any of its affiliates' funds or property; (vi) the indictment of the Optionee for, or a plea of guilty or nolo contendere by the Optionee to, any felony or other serious crime involving moral turpitude; (vii) a material breach of any of the Optionee's obligations under any agreement entered into between the Optionee and the Company or any of its affiliates that is material to either (A) the employment relationship between Company or any of its affiliates and the Optionee or (B) the relationship between the Company and the Optionee as investor or prospective investor in the Company; or (viii) a material breach of the Company's policies or procedures, which breach causes or could reasonably be expected to cause material harm to the Company or its business reputation; provided that, with respect to the events in clauses (i), (ii), (iv) or (vii) herein, the Company shall have delivered written notice to the Optionee of its intention to terminate the Optionee's employment for Cause, which notice specifies in reasonable detail the circumstances claimed to give rise to the Company's right to terminate the Optionee's employment for Cause and the Optionee shall not have cured such circumstances, to the extent such circumstances are reasonably susceptible to cure as determined by the Board in good faith, within thirty (30) days following the Company's delivery of such notice. View More

Cause. Means the termination of Executive's employment by the Corporation and the Bank prior to the expiration of the Term or any renewal term as a result of a finding by a majority vote of the Board (excluding Executive if he is a Board member) that any of the following have occurred: (i) Executive has engaged in or has directed others to engage in a fraudulent, dishonest or unlawful act or omission, or series of actions or omissions; (ii) any knowing and material breach of this Agreement by... Executive; (iii) any knowing and material violation by Executive of corporate policies and procedures that result in damage to the business or reputation of the Corporation, the Bank or their Affiliates, including, without limitation, the Bank's Professional Code of Conduct, Code of Ethics and Conflict of Interest Policy and policies prohibiting discrimination, harassment and/or retaliation; (iv) Executive has engaged in, or has directed others to engage in, a criminal act (other than a minor traffic offense) or other willful misconduct determined to be substantially detrimental to the best interests of the Corporation, the Bank or any of their Affiliates; (v) knowing breach of fiduciary duty by Executive; (vi) Executive fails to follow the directions of the Board, is grossly neglectful of Executive's duties or continues to fail to perform assigned duties, which failure or gross negligence is not cured within twenty-one (21) days after the Board provides written notice thereof; (vii) Executive engages in conduct which violates any material law, rule or standard of regulatory agencies governing the Corporation, the Bank or their Affiliates, including but not limited to the Virginia Bureau of Financial Institutions, the Office of the Comptroller of the Currency, the U.S. Financial Stability Oversight Council, the U.S. Treasury Department, the Bureau of Consumer Financial Protection, and the Securities and Exchange Commission; or (viii) demonstrated incompetence of Executive. View More

Cause. (i) Employee's conviction of, or plea of nolo contendere to, a felony; (ii) a willful act by the Employee which constitutes gross misconduct and which is injurious to the Company; (iii) any act or acts of dishonesty by Employee intended or reasonable expected to result in any gain or personal enrichment of Employee at the expense of the Company; or (iv) if Employee fails to perform the duties and responsibilities of his position after a written demand from the Board which describes the basis... for the Board's belief that Employee has not substantially performed his duties and provides Employee with thirty (30) days to take corrective action. View More