Cause

Cause. (i) the Participant's conviction of a felony or a misdemeanor where imprisonment is imposed for more than 30 days; (ii) the Participant's commission of any act of theft, fraud, dishonesty, or falsification of any employment or Company records; (iii) the Participant's improper disclosure of confidential information of the Company; (iv) any intentional action by the Participant having a material detrimental effect on the Company's reputation or business; (v) any material breach by the Participant... of this Agreement or the Participant's employment agreement with the Company or one of its Subsidiaries, which breach is not cured within ten (10) business days following receipt by the Participant of written notice of such breach; (vi) the Participant's unlawful appropriation of a corporate opportunity; or (vii) the Participant's intentional misconduct in connection with the performance of any of the Participant's duties, including, without limitation, misappropriation of funds or property of the Company, securing or attempting to secure to the detriment of the Company any profit in connection with any transaction entered into on behalf of the Company, any material misrepresentation to the Company, or any knowing violation of law or regulations to which the Company is subject. View More

Cause. Termination of the Executive's employment for "Cause" shall mean termination because (i) the Executive is charged with a felony, (ii) in the reasonable determination of the Company, the Executive has committed an act of fraud, embezzlement or theft relating to the Company, (iii) in the reasonable determination of the Company, the Executive has committed gross negligence in the course of his employment with the Company that is materially detrimental to the business of the Company, (iv) the... Executive fails to fulfill his duties as an employee of the Company, including inattention to or neglect of his duties and shall not have remedied such failure within thirty (30) days after receiving written notice from the Company specifying the details thereof, or (v) of a third occurrence of the same action or inaction which caused the Company to previously give the Executive notice under Section 1(c)(iv). For purposes of this Agreement, an act or omission on the part of the Executive shall be deemed "gross negligence" only if it was done by the Executive in bad faith, not merely an error in judgment, and without reasonable belief that the act or omission was in the best interests of the Company. In the event the Executive disputes the existence of Cause in connection with a termination of employment, no termination for Cause shall be effective in the absence of an affirmative vote of seventy-five percent (75%) of the members of the entire Board (disregarding any director who must abstain). View More

Cause. Shall have the meaning as defined in the Employment Agreement (as defined below), and in addition, shall include conviction of a felony and the violation of "insider trading laws", as determined by the Securities and Exchange Commission.

Cause. Shall have the meaning specified in your Employment Agreement or Severance Protection Agreement, if any. If there is no such Agreement, or if such Agreement does not define such term, "Cause" shall mean (a) conviction of a felony or a crime involving fraud or moral turpitude; (b) theft, material act of dishonesty or fraud, intentional falsification of any employment or Company records, or commission of any criminal act which impairs your ability to perform appropriate employment duties for the... Company; (c) intentional or reckless conduct or gross negligence materially harmful to the Company or the successor to the Company , including violation of a non-competition or confidentiality agreement; (d) willful failure to follow lawful instructions of the person or body to which you report; or (e) gross negligence or willful misconduct in the performance of your assigned duties. Cause shall not include mere unsatisfactory performance in the achievement of your job objectives. View More

Cause. (i) any intentional act of fraud, embezzlement or theft by the Grantee in connection with or in the course of his or her employment with the Company or a Grantee's admission or conviction of, or plea of nolo contendere to, (x) a felony or (y) any crime involving moral turpitude, fraud, embezzlement, theft or misrepresentation; (ii) any gross negligence or willful misconduct of a Grantee resulting in a loss to the Company, or damage to the reputation of the Company or (iii) any violation of any... statutory or common law duty of loyalty to the Company. View More

Cause. For termination by the Company of the Executive's employment shall mean (i) any intentional act of fraud, embezzlement or theft by the Executive in connection with his duties hereunder or in the course of his employment hereunder or the Executive's admission or conviction of, or plea of nolo contendere to, a felony or of any crime involving moral turpitude, fraud, embezzlement, theft or misrepresentation; (ii) any gross negligence or willful misconduct of the Executive resulting in a loss to... the Company or any of its subsidiaries, or damage to the reputation of the Company or any of its subsidiaries; (iii) any breach by the Executive of any one or more of the covenants contained in Section 11, 12 or 13 hereof; or (iv) any violation of any statutory or common law duty of loyalty to the Company or any of its subsidiaries. View More

Cause. Means: (i) violation of Avaya's code of conduct; (ii) conviction of a felony (including a plea of guilty or nolo contendere) or any crime of theft, dishonesty or moral turpitude, or (iii) gross omission or gross dereliction of any statutory or common-law duty to Avaya.

Cause. Cause, as used herein, shall mean Employee's (i) theft or embezzlement of Company property or property of Company's customers, (ii) gross negligence, willful misconduct or insubordination in the performance of Employee's job duties, (iii) conviction of a felony or of any crime involving misrepresentation, moral turpitude or fraud, or (iv) habitual neglect of Employee's job duties.

Cause. As used in this Agreement means the occurrence of any of the following: (i) your indictment for, formal admission to (including a plea of guilty or nolo contendere to), or conviction of a felony, a crime of moral turpitude, dishonesty, breach of trust or unethical business conduct, or any crime involving the Company, (ii) gross negligence or willful misconduct by you in the performance of your duties that is likely to have an adverse affect on the Company or its reputation; (iii) your... commission of an act of fraud or dishonesty in the performance of your duties; (iv) repeated failure by you to perform your duties which are reasonably and in good faith requested in writing by the Chief Executive Officer of the Company or the Board of Directors of the Company; (v) material breach of this Agreement by you, which you do not cure within ten (10) days following receipt by you of such written notice notifying you of such breach, or material breach by you of any confidentiality agreement with the Company. View More

Cause. The same definition as under any employment or service agreement between the Employer and the Participant or, if no such employment or service agreement exists or if such employment or service agreement does not contain any such definition, Cause means (i) the Participant's willful and repeated failure to comply with the lawful directives of the Board of Directors of any Employer or any supervisory personnel of the Participant; (ii) any criminal act or act of dishonesty or willful misconduct by... the Participant that has a material adverse effect on the property, operations, business or reputation of any Employer; (iii) the material breach by the Participant of the terms of any confidentiality, non-competition, non-solicitation or other such agreement that the Participant has with any Employer or (iv) acts by the Participant of willful malfeasance or gross negligence in a matter of material importance to any Employer. View More