Cause

Example Definitions of "Cause"
Cause. Executive's (i) habitual drunkenness or drug addiction, (ii) material failure to perform and discharge his duties and responsibilities hereunder, (iii) misconduct that is materially and significantly injurious to the Company, (iv) conviction of a felony involving the personal dishonesty of Executive or moral turpitude, (v) conviction of any crime or offense involving the property of the Company or (vi) material breach of Executive's obligations under this Agreement, provided, however, with... regard to Section 10(a)(ii) and 10(a)(vi) above, the parties exclude for this purpose an action not taken in bad faith that is remedied by Executive promptly upon receipt of written notice thereof given to the Company. View More Arrow
Cause. Executive's (i) habitual drunkenness or drug addiction, (ii) material failure to perform and discharge his duties and responsibilities hereunder, (iii) misconduct that is materially and significantly injurious to the Company, (iv) conviction of a felony involving the personal dishonesty of Executive or moral turpitude, (v) conviction of any crime or offense involving the property of the Company or (vi) material breach of Executive's obligations under this Agreement, provided, Agreement.... Provided, however, with regard to Section 10(a)(ii) a. (ii) and 10(a)(vi) a.(vi.) above, the parties exclude for this purpose an action not taken in bad faith that is remedied by Executive promptly upon receipt of written notice thereof given to the Company. View More Arrow
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Cause. (i) misappropriation of funds with respect to the Company or its Affiliates, (ii) habitual insobriety, (iii) substance abuse, (iv) a material violation of the Code of Conduct of Ethics or employment policies of the Company or an Affiliate, as in effect from time to time; (v) a breach of any written confidentiality, nonsolicitation or noncompetition covenant with the Company or an Affiliate, (vi) conviction of a crime involving moral turpitude, or (vii) gross negligence in the performance of... duties, which gross negligence has had a material adverse effect on the business, operations, assets, properties or financial condition of the Company and its Affiliates taken as a whole or, where the Executive's professional efforts are principally on behalf of a single Affiliate of the Company, a material adverse effect on the business, operations, assets, properties or financial condition of such Affiliate. View More Arrow
Cause. (i) misappropriation of funds with respect to the Company or its Affiliates, (ii) habitual insobriety, (iii) substance abuse, (iv) a material violation of the Code of Conduct of Ethics or employment policies of the Company or an Affiliate, as in effect from time to time; (v) (iii) a breach of any written confidentiality, nonsolicitation or noncompetition covenant with the Company or an Affiliate, (vi) (iv) conviction of a crime involving moral turpitude, or (vii) (v) gross negligence misconduct... in the performance of duties, which gross negligence misconduct has had a material adverse effect on the business, operations, assets, properties or financial condition of the Company and its Affiliates taken as a whole or, where the Executive's professional efforts are principally on behalf of a single Affiliate of the Company, a material adverse effect on the business, operations, assets, properties or financial condition of such Affiliate. View More Arrow
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Cause. Shall mean (i) gross negligence or willful misconduct in the performance of the Employee's duties to the Company where such gross negligence or willful misconduct has resulted or is likely to result in substantial and material damage to the Company or its subsidiaries, (ii) repeated unexcused absences from the Company, (iii) commission of any act of fraud with respect to the Company, or (v) conviction of a felony or a crime involving moral turpitude and causing material harm to the standing and... reputation of the Company, in each case as determined in good faith by the Board. View More Arrow
Cause. Shall mean mean: (i) gross negligence or willful misconduct in the performance of the Employee's duties to the Company Company, where such gross negligence or willful misconduct has resulted or is likely to result in substantial and material damage to the Company or its subsidiaries, subsidiaries; (ii) repeated unexcused absences unexplained or unjustified absence from the Company, Company; (iii) a material and willful violation of any federal or state law; (iv) commission of any act of fraud... with respect to the Company, Company; or (v) conviction of a felony or a crime involving moral turpitude and causing material harm to the standing and reputation of the Company, in each case as determined in good faith by the Board. View More Arrow
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Cause. For purposes of this Agreement, 'Cause' shall mean that the Executive has (i) intentionally committed an act or omission that materially harms the Company; (ii) been grossly negligent in the performance of the Executive's duties to the Company; (iii) willfully failed or refused to follow the lawful and proper directives of the Board or the CEO; (iv) been convicted of, or pleaded guilty or nolo contendre, to a felony; (v) committed an act involving moral turpitude; (vi) committed an act relating... to the Executive's employment or the Company involving, in the good faith judgment of the Board, material fraud or theft; (vii) breached any material provision of this Agreement or any nondisclosure or non-competition agreement between the Executive and the Company, as all of the foregoing may be amended prospectively from time to time; or (viii) breached a material provision of any code of conduct or ethics policy in effect at the Company, as all of the foregoing may be amended prospectively from time to time. View More Arrow
Cause. For purposes of this Agreement, 'Cause' "Cause" shall mean that the Executive has For purposes of this Agreement, "Cause" shall mean that Executive has: (i) intentionally committed an unlawful act or omission in the performance of Executives duties that materially harms the Company; (ii) been grossly negligent in the performance of the Executive's duties to the Company; (iii) willfully failed or refused to follow the lawful and proper directives of the Board or the CEO; Board; (iv) been... convicted of, or pleaded guilty or nolo contendre, to a felony; (v) committed an act involving moral turpitude; (vi) committed an act relating to the Executive's employment or the Company involving, in the good faith judgment of the Board, material fraud or theft; theft resulting in material harm to the Company; (vii) breached any material provision of this Agreement or any nondisclosure or non-competition agreement agreement, between the Executive and the Company, as all of the foregoing may be amended prospectively from time to time; or (viii) breached a material provision of any code of conduct or ethics policy in effect at the Company, as all of the foregoing may be amended prospectively from time to time. View More Arrow
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Cause. Shall have the meaning ascribed to such term in the applicable Employment Agreement, or if none, the Award Agreement.
Cause. Shall have the meaning ascribed to such term in the applicable Employment Agreement, or if none, the Award Securities Holders Agreement.
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Cause. Any of the following, as determined in the sole discretion of the Employer: (1) commission of a felony or a crime involving moral turpitude; (2) fraud, dishonesty, misrepresentation, theft or misappropriation of funds with respect to the Employer; (3) violation of the Employer's Code of Conduct or employment policies, as in effect from time to time; (4) breach of any written noncompetition, confidentiality or nonsolicitation covenant of the Grantee with respect to the Employer; or (5) gross... negligence or misconduct in the performance of the Grantee's duties with the Employer. View More Arrow
Cause. Any of the following, as determined in the sole discretion of the Employer: (1) (i) commission of a felony or a crime involving moral turpitude; (2) (ii) fraud, dishonesty, misrepresentation, theft or misappropriation of funds with respect to the Employer; (3) (iii) violation of the Employer's Code of Conduct or employment policies, as in effect from time to time; (4) (iv) breach of any written noncompetition, confidentiality or nonsolicitation covenant of the Grantee with respect to the... Employer; or (5) (v) gross negligence or misconduct in the performance of the Grantee's duties with the Employer. Employer View More Arrow
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Cause. (a) your unauthorized use or disclosure of the Company's confidential information or trade secrets, (b) your breach of any agreement between you and the Company, (c) your material failure to comply with the Company's written policies or rules, (d) your conviction of, or your plea of "guilty" or "no contest" to, a felony under the laws of the United States or any State, (e) your gross negligence or willful misconduct, (f) your continuing failure to perform assigned duties after receiving written... notification of the failure from the Company's Board of Directors or (g) your 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 your cooperation View More Arrow
Cause. (a) your unauthorized use or disclosure of the Company's confidential information or trade secrets, which use or disclosure causes material harm to the Eric Blachno April 2, 2007 Page 4 Company, (b) your material breach of any agreement between you and the Company, (c) your material failure to comply with the Company's written policies or rules, (d) your conviction of, or your plea of "guilty" or "no contest" to, a felony under the laws of the United States or any State, (e) your gross... negligence or willful misconduct, (f) your continuing failure to perform assigned duties after receiving written notification of the failure from the Company's Board of Directors or (g) your 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 your cooperation cooperation. View More Arrow
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Cause. (d) "Cause" means a finding by the Board of Directors, with notice in writing to the Executive setting forth in reasonable detail its reasons, that any of the following conditions exist: (i) The Executive's willful and continued failure to substantially perform his duties as President and Chief Executive Officer (other than as a result of the Executive's Disability). (ii) A willful act or omission by the Executive constituting fraud or other malfeasance, including without limitation acts of... dishonesty constituting a felony offense under the laws of the United States or any state thereof, and any act or omission by the Executive constituting immoral conduct, which in any such case is injurious to the financial condition or business reputation of the Corporation. (iii) A material breach by the Executive of the Employment Agreement. For purposes of this definition, an act or failure to act will be deemed "willful" only if it is effected by the Executive not in good faith and without a reasonable belief that his action or failure to act was in or not opposed to the Corporation's best interests. View More Arrow
Cause. (d) "Cause" means a finding by the Board of Directors, with notice in writing to the Executive setting forth in reasonable detail its reasons, that any of the following conditions exist: (i) The Executive's willful and continued failure to substantially perform his duties as President and Interim Chief Executive Officer (other than as a result of the Executive's Disability). (ii) A willful act or omission by the Executive constituting fraud or other malfeasance, including without limitation... acts of dishonesty constituting a felony offense under the laws of the United States or any state thereof, and any act or omission by the Executive constituting immoral conduct, which in any such case is injurious to the financial condition or business reputation of the Corporation. (iii) A material breach by the Executive of the Employment Agreement. For purposes of this definition, an act or failure to act will be deemed "willful" only if it is effected by the Executive not in good faith and without a reasonable belief that his action or failure to act was in or not opposed to the Corporation's best interests. View More Arrow
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Cause. The Company shall have "Cause" to terminate Executive's employment hereunder upon: (i) The Board's reasonable, good faith determination that Executive has refused to (A) substantially perform the duties associated with Executive's position with the Company or (B) carry out the reasonable and lawful instructions of the Board concerning duties or actions consistent with the Executive's position with the Company; (ii) Executive's breach of a material provision of this Agreement that, to the... extent capable of cure, has remained uncured for a period of thirty (30) days following written notice from the Company; (iii) Executive's conviction, plea of no contest, plea of nolo contendere, or imposition of unadjudicated probation for any felony or crime involving moral turpitude; (iv) Executive's unlawful use (including being under the influence) or possession of illegal drugs on the Company's (or any of its affiliate's) premises or while performing Executive's duties and responsibilities under this Agreement; or (v) Executive's commission of any act of fraud, embezzlement, misappropriation, willful misconduct, or breach of fiduciary duty against the Company or any of its affiliates. View More Arrow
Cause. The Company shall have "Cause" to terminate Executive's employment hereunder upon: (i) The Board's reasonable, good faith determination that Executive has refused Executive's failure to (A) substantially perform the Executive's duties associated with Executive's position with the Company (other than any such failure resulting from Executive's Disability) or (B) comply with, in any material respect, any of the Company's Policies; (ii) the Board's determination that Executive failed in any... material respect to carry out the or comply with any lawful and reasonable and lawful instructions directive of the Board concerning duties or actions consistent with the Executive's position with the Company; (ii) Board; (iii) Executive's breach of a material provision of this Agreement that, to the extent capable of cure, has remained uncured for a period of thirty (30) days following written notice from the Company; (iii) Agreement; (iv) Executive's conviction, plea of no contest, plea of nolo contendere, or imposition of unadjudicated probation for any felony or crime involving moral turpitude; (iv) (v) Executive's unlawful use (including being under the influence) or possession of illegal drugs on the Company's (or any of its affiliate's) premises or while performing Executive's duties and responsibilities under this Agreement; or (v) (vi) Executive's commission of any an act of fraud, embezzlement, misappropriation, willful misconduct, or breach of fiduciary duty against the Company or any of its affiliates. View More Arrow
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Cause. (i) in the case of an employee or consultant, if there is a written employment or consulting agreement between the Award holder and the Company, any of its Subsidiaries or a Parent which defines termination of such relationship for cause, cause as defined in such agreement, and (ii) in all other cases, cause as defined by applicable state law.
Cause. (i) in the case of an employee or consultant, if there is a written employment or consulting agreement between the Award holder optionee and the Company, any of its Subsidiaries or a Parent which defines termination of such relationship for cause, cause as defined in such agreement, and (ii) in all other cases, cause as defined by applicable state law.
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