Common use of Involuntary Termination for Gross Misconduct Clause in Contracts

Involuntary Termination for Gross Misconduct. If the Company terminates Participant's employment because of Participant's "gross misconduct" (as defined below), vesting of the restricted or deferred stock and Option components of the Award, and the right to exercise the vested portion of an Option (if any) will cease on the date Participant's employment is so terminated; all unvested components of the Award will be canceled and Participant shall have no further rights of any kind with respect to the Award. For purposes of this Agreement, "gross misconduct" means any conduct that (i) is in competition with the Company's business operations, (ii) that breaches any obligation that Participant owes to the Company or Participant's duty of loyalty to the Company, (iii) is materially injurious to the Company, monetarily or otherwise, or (iv) is otherwise determined by the Personnel and Compensation Committee of the Citigroup Board of Directors (the "Committee"), in its sole discretion, to constitute gross misconduct.

Involuntary Termination for Gross Misconduct. If the Company terminates Participant's ’s employment because of Participant's "’s “gross misconduct" ” (as defined below), vesting of the restricted or deferred stock and Option components of the Award, and the right to exercise the vested portion of an Option (if any) Award will cease on the date Participant's ’s employment is so terminated; all unvested components of the shares and any vested but undistributed shares in a Stock Award will be canceled as of the date Participant’s employment is terminated and Participant shall will have no further rights of any kind with respect to the Award. For purposes of this Agreement, "“gross misconduct" ” means any conduct that is determined by the Committee, in its sole discretion, (i) is to be in competition during employment by the Company with the Company's ’s business operations, (ii) that breaches to be in breach of any obligation that Participant owes to the Company or Participant's ’s duty of loyalty to the Company, (iii) is to be materially injurious to the Company, monetarily or otherwise, or (iv) is to otherwise determined by the Personnel and Compensation Committee of the Citigroup Board of Directors (the "Committee"), in its sole discretion, to constitute gross misconductmisconduct under the Company’s guidelines.

Involuntary Termination for Gross Misconduct. If the Company terminates Participant's employment because of Participant's "gross misconduct" (as defined below), vesting of the restricted or deferred stock and Option components of the Award, and the right to exercise the vested portion of an Option (if any) shares will cease on the date Participant's employment is so terminated; all unvested components of the Award restricted or deferred stock and all unexercised Option shares will be canceled as of the termination date of Participant's employment and Participant shall have no further rights of any kind with respect to the Award. For purposes of this Agreement, "gross misconduct" means any conduct that (i) is in competition with the Company's business operations, (ii) that breaches any obligation that Participant owes to the Company or Participant's duty of loyalty to the Company, (iii) is materially injurious to the Company, monetarily or otherwise, or (iv) is otherwise determined by the Personnel and Compensation Committee of the Citigroup Board of Directors (the "Committee"), in its sole discretion, to constitute gross misconduct.