Cause

Cause. The Employee's (i) commission of a serious felony or crime involving moral turpitude, (ii) commission of an act which violates the Company's policies on discrimination, harassment, and conflicts of interest, or repeated violation of any other material employment policy, (iii) commission of any act or omission involving disloyalty or fraud with respect to the Company, its subsidiaries or other Affiliates or any of their respective customers or suppliers, (iv) conduct intentionally disparaging... the Company (or its Affiliates) or tending to bring the Company (or its Affiliates) into substantial public disgrace or disrepute, (v) repeated failure to substantially perform his or her duties for the Company (or, if different, his or her Employer) as reasonably directed by the Board or the Chief Executive Officer of the Company, (vi) gross negligence or willful misconduct with respect to the Company or any subsidiary or other Affiliate or (vii) cause pursuant to sec. 626 BGB (German Civil Code) View More

Cause. The occurrence of any of the following: (i) Executive's willful failure to substantially perform the Executive's duties to any member of the Company Group or other lawful duties assigned to Executive by the Board, other than a failure resulting from the Executive's Disability, (ii) a willful act by the Executive that constitutes gross misconduct and which is injurious to any member of the Company Group, (iii) Executive's willful breach of a material provision of the Confidentiality Agreement or... any written agreement between Executive and any member of the Company Group, or (iv) Executive's material and willful violation of a federal or state law or regulation applicable to the business of any member of the Company Group View More

Cause. A good faith finding by the Company or Applicable Subsidiary that (i) the Covered Employee has failed to perform his or her assigned duties for the Company or Applicable Subsidiary and has failed to remedy such failure within 10 days following written notice from the Company or Applicable Subsidiary notifying him or her of such failure, (ii) the Covered Employee has engaged in dishonesty, gross negligence or misconduct or (iii) the Covered Employee has breached his or her employment or offer... letter agreement or any other agreements to which he or she is a party with the Company or any policies or procedures of the Company or Applicable Subsidiary, or (b) the Covered Employee's conviction of, or entry of a pleading of guilty or nolo contendere to, any crime involving moral turpitude or any felony View More

Cause. Cause shall mean the following: (i) substantial failure or refusal to perform duties and responsibilities of his or her job as required by the Company, (ii) material violation of any fiduciary duty owed to the Company, (iii) conviction of, or entry of a plea of nolo contendere with respect to, a felony, (iv) conviction of, or entry of a plea of nolo contendere with respect to, a misdemeanor which involves dishonesty, fraud or morally repugnant behavior, (v) dishonesty, (vi) theft, (vii)... violation of Company rules or policy, or (viii) other egregious or morally repugnant conduct that has, or could have, a serious and detrimental impact on the Company and its employees. The Chief Executive Office and Vice President of Human Resources (or the equivalent) of the Company, in his/her sole and absolute discretion, shall determine whether Cause exists. View More

Cause. Cause means those actions or omissions that constitute cause for termination under the written Company severance plan that applies to Participant. If no severance plan applies to Participant or if the applicable severance plan does not define 'Cause,' then Cause shall have the meaning found in the H&R Block Severance Plan, or any successor to that plan. Notwithstanding any of the foregoing, if Participant has a standalone employment agreement with Company and such employment agreement includes... a definition for cause, the definition of cause in the employment agreement shall apply. View More

Cause. (a) (i) has the meaning set forth in the Participant's employment agreement with the Company, a Parent or Subsidiary, or (ii) for a Participant who is a Consultant means the termination by the Company, a Parent, or a Subsidiary of the agreement under which the Participant provides services to the Company, a Parent, or a Subsidiary due to the Participant's breach of such agreement, and (b) in addition to clause (a) above, for all Participants, unless otherwise expressly provided in the Award... Agreement or another contract, including an employment agreement, shall mean: (i) a Participant's repeated failure to substantially perform his or her duties as a Service Provider to the Company, a Parent, or a Subsidiary (other than any such failure resulting from his or her death or Disability), which failure has continued unremedied for more than 30 days after the Participant has been provided with written notice thereof; (ii) a Participant's commission of any act of fraud or any other act of dishonesty, including, but not limited to, a breach of any fiduciary duty against the Company, a Parent, or a Subsidiary that is harmful to the Company, a Parent, or a Subsidiary; (iii) a Participant's misappropriation, embezzlement, theft, or damage of or to any funds or assets of the Company, a Parent, or a Subsidiary; (iv) a Participant's willful misconduct or gross negligence that is injurious to the Company, a Parent, or a Subsidiary; (v) a Participant's conviction of, or the entering of a plea of guilty or nolo contendere to, a crime that constitutes a felony (or any state-law equivalent) or that involves moral turpitude, or any willful or material violation by a Participant of any federal, state, or foreign laws; (vi) a Participant's unlawful use (including being under the influence) or possession of illegal drugs by Participant on the premises of the Company, a Parent, or a Subsidiary while performing any duties or responsibilities with the Company, a Parent, or a Subsidiary; (vii) the commission by a Participant of an act of insubordination, unlawful harassment, disorderly conduct, or other conduct prohibited by the written policies of the Company, a Parent, or a Subsidiary that have been provided to the Participant; or (viii) the breach by Participant of any employment, noncompetition, confidentiality, nonsolicitation, or other covenant or agreement between the Participant, on the one hand, and the Company, a Parent, or a Subsidiary, on the other hand View More

Cause. Shall include (and is not limited to) dishonesty with respect to the Company or any Affiliate, insubordination, substantial malfeasance or non-feasance of duty, unauthorized disclosure of confidential information, breach by the Participant of any provision of any employment, consulting, advisory, nondisclosure, non-competition or similar agreement between the Participant and the Company or any Affiliate, and conduct substantially prejudicial to the business of the Company or any Affiliate. The... determination of Cause shall be made by the Administrator in its sole discretion. Cause is not limited to events which have occurred prior to a Participant's termination of employment or services, nor is it necessary that the Administrator's finding of Cause occur prior to the termination of employment or services. If the Administrator determines, subsequent to a Participant's termination of employment or services but prior to the vesting of a Stock Option, Stock Appreciation Right or Stock Award or exercise of a Stock Option or Stock Appreciation Right, that either prior or subsequent to the Participant's termination of employment or services the Participant engaged in conduct which would constitute Cause, then the unvested Stock Option, Stock Appreciation Right or Stock Award, as applicable, is immediately cancelled and any vested Stock Options or Stock Appreciation Rights cease to be exercisable. Notwithstanding the foregoing, if the Participant and the Company or an Affiliate have entered into an employment or services agreement which defines the term "Cause" (or a similar term) which is in effect at the time of termination, such definition shall govern for purposes of determining whether such Participant has been terminated for Cause for purposes of this Plan. View More

Cause. The occurrence of any one of the following events: (i) the Executive's commission of any intentional, reckless, or grossly negligent act which may result in material injury to the goodwill, business or business reputation of the Company or any Affiliate; (ii) the Executive's participation in any fraud, dishonesty, theft, conviction of or plea of guilty or nolo contendere to a crime, or unethical business conduct; (iii) the Executive's violation of any of the covenants of this Agreement or any... material written policy, rule or regulation of the Company or the Affiliate that employs the Executive; or (iv) the Executive's failure to adequately perform the Executive's job duties or to follow lawful and ethical directions provided to the Executive, which failure has not been cured in all material respects within 20 days after receiving notice of such failure from the Company or the Affiliate employing the Executive. View More

Cause. The meaning ascribed to such term in the Company's 2021 Equity Incentive Plan, as may be amended or restated from time to time.

Cause. Executive's (i) unauthorized use or disclosure of the confidential information or trade secrets of Velodyne or any other member of the Velodyne Group, (ii) material breach of any agreement with Velodyne or any other member of the Velodyne Group, (iii) material failure to comply with the written policies or rules of Velodyne or any other member of the Velodyne Group, (iv) conviction of, or plea of 'guilty' or 'no contest' to, a felony under the laws of the United States or any State involving... fraud, embezzlement or any other act of moral turpitude, (v) gross negligence or willful misconduct related to the business of Velodyne or any other member of the Velodyne Group, (vi) willful and repeated failure to perform reasonably assigned and essential duties, or (vii) failure to cooperate in good faith with a governmental or internal investigation of Velodyne, any other member of the Velodyne Group, or any of its or their respective directors, officers or employees, if Velodyne or any other member of the Velodyne Group has requested such cooperation. For purposes of this definition, Cause shall not exist unless Velodyne or any other member of the Velodyne Group delivers written notice to Executive specifically identifying the conduct, events or circumstances that may provide grounds for Cause, in reasonable detail. To the extent curable, Executive shall have ten (10) business days following receipt of the notice to cure or remedy such conduct, events or circumstances before any Termination for Cause is finalized. View More