Common use of Cause Definition Clause in Contracts

Cause Definition. For purposes of this letter agreement, “Cause” for termination of employment shall mean: (a) your failure, disregard or refusal to perform your material duties or obligations to AltheaDx; (b) any willful, intentional or negligent act by you having the effect of materially injuring (whether financially or otherwise) the business or reputation of AltheaDx or any of its affiliates, including but not limited to, any senior officer, director or executive of AltheaDx; (c) willful misconduct by you with respect to any of your material duties or obligations, including, without limitation, willful insubordination with respect to directions received by you from the Board; (d) your indictment of any felony involving moral turpitude (including entry of a nolo contendere plea); (e) the good faith determination by the Board that you engaged in some form of harassment or discrimination prohibited by law (including, without limitation, age, sex or race harassment or discrimination); (f) your misappropriation or embezzlement of the property of AltheaDx or its affiliates (whether or not a misdemeanor or felony); and (g) your material breach of any of the provisions of this letter agreement, of any AltheaDx policy, and/or of your Proprietary Information and Inventions Agreement with AltheaDx; provided, however, that the actions or conduct described in clauses (a), (c) and (g) above will constitute Cause only if such actions or conduct continue after the Board has provided you with written notice thereof and thirty (30) days opportunity to cure the same (provided that the Board is not obligated to provide such written notice and opportunity to cure if the action or conduct is not reasonably susceptible to cure). The determination that a termination is for Cause shall be made by the Board in its sole, good faith, discretion.