Common use of DEFINITION OF "FOR CAUSE Clause in Contracts

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive which specifically identifies the failure, by the Executive substantially to perform the Executive's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive specifically identifying the misconduct and the Executive continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive by the FDA, or (d) the continued material breach by the Executive of this Agreement or the Stockholder's Agreement, dated as of August 26, 1997, among the Executive, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, ------------------------- the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive which specifically identifies the failure, by the Executive substantially to perform the Executive's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive specifically identifying the misconduct and the Executive continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive by the FDA, or (d) the continued material breach by the Executive of this Agreement or the Stockholder's Agreement, dated as of August 26, 1997, among the Executive, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive Employee which specifically identifies the failure, by the Executive Employee substantially to perform the ExecutiveEmployee's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive Employee in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive Employee specifically identifying the misconduct and the Executive Employee continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive Employee by the FDA, or (d) the continued material breach by the Executive Employee of this Agreement or the Stockholder's Agreement, dated as of August 26, 1997, among the ExecutiveEmployee, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive Employee which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, 6.1 the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive Employee which specifically identifies the failure, by the Executive Employee substantially to perform the ExecutiveEmployee's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive Employee in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive Employee specifically identifying the misconduct and the Executive Employee continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive Employee by the FDA, or (d) the continued material breach by the Executive Employee of this Agreement or the Stockholder's Agreement, dated as of August 26, 1997, among the ExecutiveEmployee, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive Employee which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, 6.1 ------------------------ the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive Employee which specifically identifies the failure, by the Executive Employee substantially to perform the ExecutiveEmployee's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive Employee in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive Employee specifically identifying the misconduct and the Executive Employee continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive Employee by the FDA, or (d) the continued material breach by the Executive Employee of this Agreement or the Stockholder's Agreement, dated as of August 26, 1997, among the ExecutiveEmployee, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive Employee which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive Employee which specifically identifies the failure, by the Executive Employee substantially to perform the ExecutiveEmployee's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive Employee in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive Employee specifically identifying the misconduct and the Executive Employee continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive Employee by the FDA, or (d) the continued material breach by the Executive Employee of this Agreement or the Stockholder's amended and restated Stockholders Agreement, dated as of August 26July 14, 19972000, among the ExecutiveEmployee, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive Employee which specifically identifies the breach.

DEFINITION OF "FOR CAUSE. For purposes of Section 6.1, the phrase "for cause" means: (a) the continued failure, after written demand is delivered to the Executive Employee which specifically identifies the failure, by the Executive Employee substantially to perform the ExecutiveEmployee's duties under this Agreement (other than any such failure resulting from "disability"), (b) the engagement by the Executive Employee in serious misconduct that has caused, or in the good faith judgment of the Board of Directors may cause if not discontinued, material harm (financial or otherwise) to the Employer or any of its subsidiaries, if any (provided that with respect to misconduct that the Board of Directors determines may cause material harm if not discontinued, a written demand is delivered to the Executive Employee specifically identifying the misconduct and the Executive Employee continues the misconduct), such material harm to include, without limitation, (i) the disclosure of material secret or confidential information of the Employer or any of its subsidiaries, if any, (ii) the debarment of the Employer or any of its subsidiaries, if any, by the U.S. Food and Drug Administration or any successor agency (the "FDA"), or (iii) the registration of the Employer or any of its subsidiaries, if any, with the U.S. Drug Enforcement Administration of any successor agency (the "DEA") to be revoked or an application with the DEA to be denied, (c) the debarment of the Executive Employee by the FDA, or (d) the continued material breach by the Executive Employee of this Agreement or the Stockholder's amended and restated Stockholders Agreement, dated as of August 26July 14, 19972000, among the ExecutiveEmployee, the Employer and other parties named therein (the "Stockholder's Agreement") after written demand is delivered to the Executive which specifically identifies the breach.the