Activision Blizzard (ATVI)

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean that the Holder (A) engaged in misconduct or gross negligence in the performance of his or her duties or willfully and continuously failed or refused to perform any duties reasonably requested in the course of his or her employment; (B) engaged in fraud, dishonesty, or any other improper conduct that causes, or in the sole and absolute discretion of the Company has the potential to cause, harm to the Company Group, including the business reputation or financial condition of any member of the Company Group; (C) violated any lawful directives or policies of the Company Group or any applicable laws, rules or regulations; (D) materially breached his or her employment agreement, proprietary information agreement or any other agreement with the Company Group; (E) committed, was indicted on charges related to, convicted of, or pled guilty or no contest to, a felony or crime involving dishonesty, moral turpitude or which could reflect negatively upon the Company Group of otherwise impede its operations; or (F) breached his or her fiduciary duties to the Company Group.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between Grantee and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if Grantee is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean that Grantee (A) engaged in misconduct or gross negligence in the performance of his or her duties or willfully and continuously failed or refused to perform any duties reasonably requested in the course of his or her employment; (B) engaged in fraud, dishonesty, or any other improper conduct that causes, or in the sole and absolute discretion of the Company has the potential to cause, harm to the Company Group, including the business reputation or financial condition of any member of the Company Group; (C) violated any lawful directives or policies of the Company Group or any applicable laws, rules or regulations; (D) materially breached his or her employment agreement, proprietary information agreement or any other agreement with the Company Group; (E) committed, was indicted on charges related to, convicted of, or pled guilty or no contest to, a felony or crime involving dishonesty, moral turpitude or which could reflect negatively upon the Company Group of otherwise impede its operations; or (F) breached his or her fiduciary duties to the Company Group.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between Grantee and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if Grantee is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean that Grantee (A) engaged in misconduct or gross negligence in the performance of his or her duties or willfully and continuously failed or refused to perform any duties reasonably requested in the course of his or her employment; (B) engaged in fraud, dishonesty, or any other improper conduct that causes, or in the sole and absolute discretion of the Company has the potential to cause, harm to the Company Group, including the business reputation or financial condition of any member of the Company Group; (C) violated any lawful directives or policies of the Company Group or any applicable laws, rules or regulations; (D) materially breached his or her employment agreement, proprietary information agreement or any other agreement with the Company Group; (E) committed, was indicted on charges related to, convicted of, or pled guilty or no contest to, a felony or crime involving dishonesty, moral turpitude or which could reflect negatively upon the Company Group of otherwise impede its operations; or (F) breached his or her fiduciary duties to the Company Group.

 

“Cause”
(i) shall have the meaning given to such term in any employment agreement or
offer letter between the Holder and the Company or any of its subsidiaries or
affiliates in effect from time to time or (ii) if the Holder is not party
to any agreement or offer letter with the Company or any of its subsidiaries or
affiliates or any such agreement or offer letter does not contain a definition
of “cause,” shall mean that the Holder (A) engaged in misconduct or gross
negligence in the performance of his or her duties or willfully and
continuously failed or refused to perform any duties reasonably requested in
the course of his or her employment; (B) engaged in fraud, dishonesty, or
any other improper conduct that causes, or in the sole and absolute discretion
of the Company has the potential to cause, harm to the Company Group, including
the business reputation or financial condition of any member of the Company
Group; (C) violated any lawful directives or policies of the Company Group
or any applicable laws, rules or regulations; (D) materially breached
his or her employment agreement, proprietary information agreement or any other
agreement with the Company Group; (E) committed, was indicted on charges
related to, convicted of, or pled guilty or no contest to, a felony or crime
involving dishonesty, moral turpitude or which could reflect negatively upon
the Company Group of otherwise impede its operations; or (F) breached his
or her fiduciary duties to the Company Group.

 

“Common
Shares” means the shares of common stock, par value $0.000001
per share, of the Company or any security into which such Common Shares may be
changed by reason of any transaction or event of the type referred to in Section 8
hereof.

 

“Cause”
(i) shall have the meaning given to such term in any employment agreement
or offer letter between Grantee and the Company or any of its subsidiaries or
affiliates in effect from time to time or (ii) if Grantee is not party to
any agreement or offer letter with the Company or any of its subsidiaries or
affiliates or any such agreement or offer letter does not contain a definition
of “cause,” shall mean that Grantee (A) engaged in misconduct or gross
negligence in the performance of his or her duties or willfully and
continuously failed or refused to perform any duties reasonably requested in
the course of his or her employment; (B) engaged in fraud, dishonesty, or
any other improper conduct that causes, or in the sole and absolute discretion
of the Company has the potential to cause, harm to the Company Group, including
the business reputation or financial condition of any member of the Company
Group; (C) violated any lawful directives or policies of the Company Group
or any applicable laws, rules or regulations; (D) materially breached
his or her employment agreement, proprietary information agreement or any other
agreement with the Company Group; (E) committed, was indicted on charges
related to, convicted of, or pled guilty or no contest to, a felony or crime
involving dishonesty, moral turpitude or which could reflect negatively upon the
Company Group of otherwise impede its operations; or (F) breached his or
her fiduciary duties to the Company Group.

 

“Common
Shares” means the shares of common stock, par value $0.000001
per share, of the Company or any security into which such Common Shares may be
changed by reason of any transaction or event of the type referred to in Section 9
hereof.

 

“Cause” (i) shall
have the meaning given to such term in any employment agreement or offer letter
between Grantee and the Company or any of its subsidiaries or affiliates in
effect from time to time or (ii) if Grantee is not party to any agreement
or offer letter with the Company or any of its subsidiaries or affiliates or any
such agreement or offer letter does not contain a definition of “cause,” shall
mean that Grantee (A) engaged in misconduct or gross negligence in the
performance of his or her duties or willfully and continuously failed or
refused to perform any duties reasonably requested in the course of his or her
employment; (B) engaged in fraud, dishonesty, or any other improper
conduct that causes, or in the sole and absolute discretion of the Company has
the potential to cause, harm to the Company Group, including the business
reputation or financial condition of any member of the Company Group; (C) violated
any lawful directives or policies of the Company Group or any applicable laws, rules or
regulations; (D) materially breached his or her employment agreement, proprietary
information agreement or any other agreement with the Company Group; (E) committed,
was indicted on charges related to, convicted of, or pled guilty or no contest
to, a felony or crime involving dishonesty, moral turpitude or which could
reflect negatively upon the Company Group of otherwise impede its operations;
or (F) breached his or her fiduciary duties to the Company Group.

 

“Common Shares” means the shares
of common stock, par value $0.000001 per share, of the Company or any security
into which such Common Shares may be changed by reason of any transaction or
event of the type referred to in Section 10 hereof.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean the Holder’s (A) willful, reckless or gross misconduct or fraud, (B) grossly negligent performance of job responsibilities, (C) indictment on charges related to, conviction of, or pleading no contest to, a felony or crime involving dishonesty or moral turpitude, or (D) breach of any proprietary information, confidentiality, “work for hire,” non-solicitation or similar agreement between the Holder and the Company or any of its subsidiaries or affiliates.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean the Holder’s (A) willful, reckless or gross misconduct or fraud, (B) grossly negligent performance of job responsibilities, (C) indictment on charges related to, conviction of, or pleading no contest to, a felony or crime involving dishonesty or moral turpitude, or (D) breach of any proprietary information, confidentiality, “work for hire,” non-solicitation or similar agreement between the Holder and the Company or any of its subsidiaries or affiliates.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean the Holder’s (A) willful, reckless or gross misconduct or fraud, (B) grossly negligent performance of job responsibilities, (C) indictment on charges related to, conviction of, or pleading no contest to, a felony or crime involving dishonesty or moral turpitude, or (D) breach of any proprietary information, confidentiality, “work for hire,” non-solicitation or similar agreement between the Holder and the Company or any of its subsidiaries or affiliates.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean the Holder’s (A) willful, reckless or gross misconduct or fraud, (B) grossly negligent performance of job responsibilities, (C) indictment on charges related to, conviction of, or pleading no contest to, a felony or crime involving dishonesty or moral turpitude, or (D) breach of any proprietary information, confidentiality, “work for hire,” non-solicitation or similar agreement between the Holder and the Company or any of its subsidiaries or affiliates.

 

“Cause” (i) shall have the meaning given to such term in any employment agreement or offer letter between the Holder and the Company or any of its subsidiaries or affiliates in effect from time to time or (ii) if the Holder is not party to any agreement or offer letter with the Company or any of its subsidiaries or affiliates or any such agreement or offer letter does not contain a definition of “cause,” shall mean the Holder’s (A) willful, reckless or gross misconduct or fraud, (B) grossly negligent performance of job responsibilities, (C) indictment on charges related to, conviction of, or pleading no contest to, a felony or crime involving dishonesty or moral turpitude, or (D) breach of any proprietary information, confidentiality, “work for hire,” non-solicitation or similar agreement between the Holder and the Company or any of its subsidiaries or affiliates.