MRVL » Topics » (iv) A breach of any fiduciary duty owed to the Company by you that has a material detrimental effect on the Companys reputation or business;

This excerpt taken from the MRVL 8-K filed May 30, 2008.

(iv)  A breach of any fiduciary duty owed to the Company by you that has a material detrimental effect on the Company’s reputation or business;

 

(v)   You being found liable in any Securities and Exchange Commission or other civil or criminal securities law action or entering any cease and desist order with respect to such action (regardless of whether or not you admit or deny liability);

 

(vi)  You (A) obstructing or impeding; (B) endeavoring to influence, obstruct or impede, or (C) failing to materially cooperate with, any investigation authorized by the Board or any governmental or self-regulatory entity (an “Investigation”).  However, your failure to waive attorney-client privilege relating to communications with your own attorney in connection with an Investigation will not constitute “cause”; or

 

(vii) Your disqualification or bar by any governmental or self-regulatory authority from serving in the capacity contemplated by this letter or your loss of any governmental or self-regulatory license that is reasonably necessary for you to perform your responsibilities to the Company under this letter, if (A) the disqualification, bar or loss continues for more than thirty (30) days, and (B) during that period the Company uses its good faith efforts to cause the disqualification or bar to be lifted or the license replaced.

 

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Attachment C

 

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