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Indictment
Indictment contract clause examples

For this purpose, if the Participant participates in the Arconic Inc. Change in Control Severance Plan, “Cause” shall have the meaning set forth in such plan. If the Participant does not participate in the Arconic Inc. Change in Control Severance Plan, “Cause” means # the willful and continued failure by the Participant to substantially perform the Participant’s duties with the Employer that has not been cured within 30 days after a written demand for substantial performance is delivered to the Participant by the Board or the Participant’s direct supervisor, which demand specifically identifies the manner in which the Participant has not substantially performed the Participant’s duties, # the willful engaging by the Participant in conduct which is demonstrably and materially injurious to the Company or a Subsidiary, monetarily or otherwise; # the Participant’s fraud or acts of dishonesty relating to the Company or any of its Subsidiaries, or # the Participant’s conviction of any misdemeanor relating to the affairs of the Company or any of its Subsidiaries or indictment for any felony. For purposes of clauses (i) and (ii) of this definition, no act, or failure to act, on the Participant’s part shall be deemed “willful” unless done, or omitted to be done, by the Participant not in good faith and without reasonable belief that the Participant’s act, or failure to act, was in the best interest of the Company.

Cause” means # the willful and continuing failure by the Participant to substantially perform the Participant’s duties (other than such failure resulting from the Participant’s incapacity due to physical or mental illness or any such actual or anticipated failure after the issuance of a notice of termination for Good Reason by the Participant), provided that any such failure has not been cured by the Participant within thirty (30) days after a written demand for substantial performance is delivered to the Participant by the Company or the Participant’s System Company employer, which demand specifically identifies the manner in which the Company or System Company employer or, in the case of an ML 1-4 Participant, the Board, believes that the Participant has not substantially performed; # the willful engaging by the Participant in conduct which is demonstrably and materially injurious to the Company or any System Company, monetarily or otherwise; # the Participant’s indictment for, conviction of, or entrance of a plea of guilty or nolo contendere to a felony or other crime which has or may have a material adverse effect on the Participant’s ability to carry out the Participant’s duties or upon the reputation of the Company or any System Company; or # a material violation by the Participant of any agreement the Participant has with the Company or any System Company; provided that, for purposes of clauses (a)(i) and (a)(ii) of this definition, no act, or failure to act, on the Participant’s part shall be deemed “willful” unless done, or omitted to be done, by the Participant not in good faith and without reasonable belief that the Participant’s act, or failure to act, was in the best interest of the Company or the Participant’s System Company employer.

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