Misconduct

Misconduct. (i) "Cause" as defined in the Optionee's employment agreement with the Company (or any Parent or Subsidiary) or (ii) if the Optionee has not entered into an employment agreement with the Company (or any Parent or Subsidiary), the commission of any act of fraud, embezzlement or intentional dishonesty by Optionee, any unauthorized use or disclosure by Optionee of confidential information or trade secrets of the Company (or any Parent or Subsidiary), or any other intentional misconduct by Optionee... which in each case has a material adverse effect on the business or affairs of the Company (or any Parent or Subsidiary). The foregoing clause (ii) of this definition shall not be deemed to be inclusive of all the acts or omissions which the Company (or any Parent or Subsidiary) may consider as grounds for the dismissal or discharge of Optionee in the Service of the Company (or any Parent or Subsidiary) View More

Misconduct. A Participant's (i) violating the Company's business conduct statement or other code of conduct, insider trading policy or any other material written policies of the Company, (ii) unlawfully trading in the securities of CBS Radio or of any other company based on information gained as a result of his or her employment with the Company, or (iii) engaging in any activity which constitutes gross misconduct or which would permit the Company to terminate the Participant's employment for 'cause,' as... such term is defined in the Participant's then in-effect employment agreement View More

Misconduct. Means: 17.4.1 Indictment or conviction of a felony or for an act of fraud, embezzlement or other act of gross misconduct against the Company in the performance of duties hereunder. 17.4.2 Misuse, misappropriation or disclosure of any of the Proprietary Matter, directly or indirectly, or use of it in any way, except as required or permitted in the course of Executive's employment. 17.4.3 Knowing misappropriation, concealment, or conversion of any money or property of the Company that causes or... could cause injury to the Company. 17.4.4 Reckless conduct which endangers or is reasonably likely to endanger the safety of persons or property during the course of employment or while on Company premises. 17.4.5 A material violation of the Company's Code of Legal and Ethical Conduct. View More

Misconduct. Conduct of a Participant that, in the Committee's judgment, constitutes: (i) a commission of an act of theft, embezzlement, fraud, dishonesty, or other criminal act, harmful to the Company, the Partnership or a Subsidiary, (ii) a breach of a fiduciary duty owed to the Company, the Partnership or a Subsidiary, (iii) a deliberate and serious disregard of rules of the Company, the Partnership or a Subsidiary, (iv) an unauthorized disclosure of any of the trade secrets or confidential... information of the Company, the Partnership or a Subsidiary, or (v) competition with the Company, the Partnership or a Subsidiary. View More

Misconduct. The commission by a Holder of any act of fraud, embezzlement or dishonesty by the Holder, any unauthorized use or disclosure by the Holder of confidential information or trade secrets of the Company (or any Parent or Subsidiary), or any other intentional misconduct by such person adversely affecting the business or affairs of the Company (or any Parent or Subsidiary) in a material manner. The foregoing definition shall not be deemed to be inclusive of all the acts or omissions which the Company... (or any Parent or Subsidiary) may consider as grounds for the dismissal or discharge of the Holder. View More

Misconduct. Conduct on the part of the Employee that is inimical, contrary or harmful to the interests of the Company, including, but not limited to: (i) conduct related to the Employee's employment for which criminal or civil penalties against the Employee may be sought, (ii) willful violation of the Company's written policies, (iii) unauthorized disclosure of confidential information or trade secrets of the Company, (iv) engaging (directly or indirectly) in any business activity that is directly... competitive with the Company's business; or (v) disparagement, defamation or slander of the Company. View More

Misconduct. (q) "MISCONDUCT" with respect to any Partner shall mean any of the following: (i) any material breach of an agreement between the Participant and the Company or any Subsidiary which, if curable, has not been cured within twenty (20) days after the Participant has been given written notice of the need to cure such breach, or which breach, if previously cured, recurs; (ii) any willful unauthorized use or disclosure of confidential information or trade secrets of the Company or any Subsidiary by... the Participant; (iii) the Participant's continued willful and intentional failure to satisfactorily perform Participant's essential responsibilities, provided that the Participant has been given at least thirty (30) days' written notice of the need to cure the failure and cure has not been effected within that time period, or which failure, if previously cured, recurs; (iv) any material failure of the Participant to comply with rules, policies or procedures of the Company or any Subsidiary as they may be amended from time to time, provided that the Participant has been given at least thirty (30) days' written notice of the need to cure the failure, if such failure is curable, and cure has not been effected within that time period, or which failure, if previously cured, recurs; (v) the Participant's dishonesty, fraud or gross negligence related to the business or property of the Company or any Subsidiary; (vi) personal conduct that is materially detrimental to the business of the Company or any Subsidiary; or (vii) conviction of or plea of nolo contendere to a felony. View More

Misconduct. Shall mean in the case of Non-Employee Directors, the removal from the Board for cause (as determined by the Company's shareholders).

Misconduct. That a Participant has engaged in unfair competition with the Corporation or a Subsidiary, induced any customer of the Corporation or a Subsidiary to breach any contract with the Corporation or a Subsidiary, made any unauthorized disclosure of any of the secrets or confidential information of the Corporation or a Subsidiary, committed an act of embezzlement, fraud or theft with respect to the property of the Corporation or a Subsidiary, or engaged in conduct which is not in good faith and which... directly results in material loss, damage or injury to the business, reputation or employees of the Corporation or a Subsidiary View More

Misconduct. The commission of any act of fraud, embezzlement or dishonesty by the Participant, any unauthorized use or disclosure by such person of confidential information or trade secrets of the Company (or any Subsidiary or Affiliate), or any other intentional misconduct by such person adversely affecting the business or affairs of the Company (or any Subsidiary or Affiliate) in a material manner. The foregoing definition shall not be deemed to be inclusive of all the acts or omissions which the Company... (or any Subsidiary or Affiliate) may consider as grounds for the dismissal or discharge of any Participant or other person in the service of the Company (or any Subsidiary) View More