Cause

Cause. The Company or the Bank having cause to terminate a Participant's employment under any existing employment agreement between the Participant and the Company or the Bank or, in the absence of such an employment agreement, upon: (i) the determination by the Committee that the Participant has failed to perform his duties to Prime Meridian or the Bank (other than as a result of his incapacity due to physical or mental illness or injury), which failure amounts to an intentional and extended neglect... of his duties to such party; (ii) the Committee's determination that the Participant has engaged in or is about to engage in conduct materially injurious to Prime Meridian or the Bank; or (iii) the Participant having been convicted of a felony View More

Cause. Any one or more of the following: (i) the Participant's conviction of or plea of guilty or nolo contendere to a crime that constitutes a felony, involves fraud, dishonesty or moral turpitude, or results in the imposition of a term of imprisonment; (ii) the occurrence of any of the following acts on the part of the Participant: (A) fraud, willful or intentional misconduct or gross negligence in connection with the business of the Company; (B) embezzlement or misappropriation of any funds of the... Company; (C) alcohol or substance abuse that has impaired or could reasonably be expected to impair the ability of the Participant to perform the Participant's duties to the Company; (D) failure to comply with any Company policy, practice, procedure, or directive in any material respect, including those regarding harassment or discrimination in employment that, if capable of being cured, is not cured within thirty (30) days after the Company delivers written notice to the Participant of such material breach; or (E) dishonesty or a breach of the Participant's duty of loyalty that has adversely affected or could reasonably be expected to adversely affect the Company in any material respect; (iii) the Participant's excessive absenteeism, or unreasonable neglect or abandonment of his duties; or (iv) the Participant's material breach of any provision of the Participant's offer letter or employment agreement with the Company that, if capable of being cured, is not cured within thirty (30) days after the Company delivers written notice to the Participant of such material breach. For avoidance of doubt, each of the matters described in subparagraphs (i), (ii), (iii) and (iv) is a separate and independent basis constituting Cause under this Plan. View More

Cause. A finding by the Board, in its reasonable discretion, that (i) the Covered Employee committed an intentional act or acted with gross negligence that has materially injured the business of the Company, or (ii) the Covered Employee has refused or failed to follow lawful directions of the Board or the appropriate individual to whom the Covered Employee reports; or (iii) the Covered Employee has willfully neglected his or her duties for the Company; (B) the conviction of the Covered Employee, or... the entry of a pleading of guilty or nolo contendere by the Covered Employee to, any crime involving moral turpitude or any felony; or (C) a material breach of any agreement between the Covered Employee and the Company; provided, however, that no event or condition described in clauses (A) or (C) shall constitute Cause unless the Board gives the Covered Employee written notice of the grounds for termination and provides the Covered Employee fifteen (15) days to correct (if susceptible to correction, as determined in the sole discretion of the Board) such grounds, and the Covered Employee fails to make such correction View More

Cause. As determined by the Committee: (i) the Participant's material breach of any agreement between the Participant and the Company or of any provisions of the Company's Code of Conduct or other Company policy, which, if capable of cure, remains uncured after 30 days following the Company's written notice to the Participant thereof; (ii) the Participant's failure to perform the Participant's duties to standards acceptable to the Company, as determined in the Committee's discretion, or the... Participant's gross negligence in performing, or unfitness or unavailability to perform, the Participant's job duties, in each case, which, if capable of cure, remains uncured after 30 days following the Company's written notice to the Participant thereof; (iii) the Participant's commission of an act of theft, fraud or dishonesty in the performance of the Participant's duties or the Participant's breach of the Participant's duty of care or loyalty to the Company; (iv) the Participant's conviction of, or entry of a guilty or no-contest plea to, any misdemeanor involving dishonesty, fraud or moral turpitude or any felony; or (v) the Participant acting in bad faith or engaging in willful misconduct. A Participant's employment will be deemed to have been terminated for Cause if it is determined subsequent to such Participant's termination that grounds for a termination for Cause existed at the time of such termination, as determined by the Committee View More

Cause. For purposes of this Agreement, "Cause" means (i) Executive's failure to reasonably perform the duties assigned to him by the CEO, provided that Executive will receive one written notice of such failure and have one period of ten (10) business days following the written notice in which to cure such failure, it being understood and agreed that Executive will not be entitled to any notice or cure period for any failure under this clause (i) that occurs or continues subsequent to the expiration of... the one cure period referenced herein (ii) Executive's act of personal dishonesty in connection with his responsibilities as an employee and intended to result in Executive's substantial personal enrichment, (iii) Executive being convicted of, or pleading no contest or guilty to, (A) a misdemeanor that has had or will have a detrimental effect on the Company, or (B) any felony, (iv) Executive's willful act that constitutes gross misconduct, or (v) Executive's violation of any Company employment policy or standard of conduct that has been provided or made available to Executive in writing, provided that Executive will receive one written notice of any act that constitutes a violation of any Company employment policy or standard of conduct that has been provided or made available to Executive in writing and, if the act is curable, Executive will have one period of ten (10) business days following the written notice in which to cure such violation, it being understood and agreed that Executive will not be entitled to any notice or cure period for any violation under this clause (v) that occurs or continues subsequent to the expiration of the one cure period referenced herein, and under no circumstance will Executive be entitled to any cure period for a violation that is not curable. View More

Cause. That the Company has determined in its sole discretion that the Covered Employee has engaged in any one or more of the following: (i) the Covered Employee's commission of a felony; (ii) any act or omission of the Covered Employee constituting dishonesty, fraud, immoral, or disreputable conduct that causes material harm to the Company; (iii) the Covered Employee's violation of Company policy that causes material harm to the Company; (iv) the Covered Employee's material breach of any written... agreement between the Covered Employee and the Company which, if curable, remains uncured for thirty (30) days after notice; or (v) breach of fiduciary duty View More

Cause. Executive's: (i) material breach of the provisions of this agreement, Executive's offer letter or employment agreement with the Company, the Company's written policies or rules or any proprietary information and inventions assignment agreement with the Company; ( (ii) conviction of, or plea of "guilty" or "no contest" to, a felony under the laws of the United States or any State; (iii) gross negligence or willful misconduct in the performance of his or her duties; (iv) [material]14 continuing... failure to perform assigned duties after receiving written notification of the material failure from the Company [and you were afforded a reasonable opportunity to cure or remedy any such failure]15 or (v) failure to cooperate in good faith with a governmental or internal investigation of the Company or its directors, officers or employees, if the Company has requested Executive's cooperation; provided, however, that "Cause" shall not be deemed to have occurred pursuant to subsection (iii), (iv), or (v) hereof unless Executive has first received written notice from the Board specifying in reasonable detail the particulars of such grounds and that the Company intends to terminate Executive employment hereunder for such grounds and Executive has failed to cure such grounds within a period of thirty (30) days from the date of such notice. View More

Cause. Shall have the meaning assigned to it in your [Date] Employment Agreement.

Cause. Means the termination of the Employee's employment with the Company and all Whitestone Entities by action of the Board or its delegate for one or more of the following reasons: (i) The Employee fails to devote the time and effort required for the Employee to perform the Employee's duties hereunder; (ii) The Employee is convicted of a felony involving moral turpitude; (iii) The Employee engages in acts in violation of the confidentiality provisions of Section 9 of this Agreement; or (iv) The... Employee willfully, wantonly, and without approval of the Board (including, for this purpose, the Board of any successor to the Company) takes any action that the Employee knows to be materially adverse to the interest of the Company and its shareholders, collectively. However, if any failure on the Employee's part referred to in clause (i) or (ii) of the foregoing definition of Cause is curable, Cause shall not be deemed to exist for purposes of terminating the Employee's employment unless the Company first gives the Employee written notice specifying the nature of the failure and the steps that the Employee must take to cure the failure, and the Employee fails to take those steps within 30 days after the notice is given. View More

Cause. (i) engagement by the Grantee in any act of gross negligence, recklessness, or willful misconduct on a matter that is not inconsequential, as reasonably determined by the Board in good faith or material violation of any duty of loyalty to the Corporation or its Affiliates; (ii) the Grantee's conviction by, or a plea of guilty or nolo contendere in, a court of competent and final jurisdiction for (A) any felony or (B) any crime of moral turpitude; or (iii) commission of an act of fraud,... embezzlement or dishonesty. For purposes hereof, no act or failure to act, on the Grantee's part, shall be deemed "Cause" if the Grantee reasonably believed such acts or omissions were in the best interests of the Corporation. View More