“Cause” means any of the following: # your Willful and continued failure or refusal for a period of at least 60 days following delivery to you of a written notification from the Board to attempt to perform the usual, customary or reasonable functions of your positions other than due to a disability or approved leave; or # your gross negligence or Willful misconduct in the performance of your duties or obligations to the Company that is, as determined by the Board in good faith, materially detrimental to the Company; or # your conviction of any felony (other than a felony predicated on your vicarious liability or involving a traffic violation) or crime involving moral turpitude; or # your unlawful possession, use or sale of narcotics or other controlled substances, or performing job duties while illegally used controlled substances are present in your system; or # your material breach of this Agreement which, if correctable, remains uncorrected for 20 days after written notice to you by the Company of the breach; or # your material breach of a requirement of the Kodak Business Conduct Guide which requirement has consistently resulted in the termination of employment by employees who have committed similar breaches and which, if correctable, remains uncorrected for 20 days after written notice to you by the Company of the breach; or # your material breach of the Employee’s Agreement.

“Cause” means any of the following: # your continued failure, for a period of at least 30 calendar days following a written warning, to perform your duties in a manner deemed satisfactory by your supervisor, in the exercise of his or her sole discretion; # your failure to follow a lawful written directive of the Chief Executive Officer, your supervisor or the Board of Directors of the Company; # your willful violation of any material rule, regulation, or policy that may be established from time to time for the conduct of the Company’s business; # your unlawful possession, use or sale of narcotics or other controlled substances, or performing job duties while illegally used controlled substances are present in your system; # any act or omission or commission by you in the scope of your employment # which results in the assessment of a civil or criminal penalty against you or the Company, or # which in the reasonable judgment of your supervisor could result in a material violation of any foreign or U.S. federal, state or local law or regulation having the force of law; # your conviction or of plea of guilt or no contest to any crime involving moral turpitude; # any misrepresentation of a material fact to, or concealment of a material fact from, your supervisor or any other person in the Company to whom you have a reporting relationship in any capacity; or # your breach of the Company’s Business Conduct Guide or the [[Organization A:Organization]] Employee’s Agreement.

“Cause” means any of the following: # your continued failure, for a period of at least 30 calendar days following a written warning, to perform your duties in a manner deemed satisfactory by your supervisor, in the exercise of his or her sole discretion; # your failure to follow a lawful written directive of the Chief Executive Officer, your supervisor or the Board; # your willful violation of any material rule, regulation, or policy that may be established from time to time for the conduct of the Company’s business; # your unlawful possession, use or sale of narcotics or other controlled substances, or performing job duties while illegally used controlled substances are present in your system; # any act or omission or commission by you in the scope of your employment # which results in the assessment of a civil or criminal penalty against you or the Company, or # which in the reasonable judgment of your supervisor could result in a material violation of any foreign or U.S. federal, state or local law or regulation having the force of law; # your conviction of or plea of guilty or no contest to any crime involving moral turpitude; # any misrepresentation of a material fact to, or concealment of a material fact from, your supervisor or any other person in the Company to whom you have a reporting relationship in any

“Cause” means the occurrence of any of the following events, conditions or actions: # your conviction of any felony or your conviction of any crime involving fraud or dishonesty; # your participation (whether by affirmative act or omission) in any material fraud, material act of dishonesty or other material act of misconduct against the Company; # your willful and habitual neglect of your duties, provided you have been given written notice of such neglect and, if curable, a reasonable opportunity to cure, not to exceed thirty (30) days; # your material violation of any fiduciary duty or duty of loyalty owed to the Company; # your breach of any material term of any material contract between you and the Company which has a material adverse effect on the Company; # your knowing violation of any material Company policy which has a material adverse effect on the Company; or # your knowing violation of state or federal law in connection with the performance of your job which has a material adverse effect on the Company.

“Cause” means any one or more of the following events: # your conviction (including a guilty plea or a no contest plea) of a felony, or of any other crime involving fraud, dishonesty or moral turpitude; # your conviction of or participation in a fraud or act of material dishonesty against the Company; # your intentional material breach of any contract or agreement between you and the Company (including but not limited to your Proprietary Information and Invention Agreement or any other restrictive covenant agreements) or material breach or material neglect of any statutory or fiduciary duty you owe to the Company as reasonably determined by the Board, in each case, after having provided you with not less than thirty (30) days written notice of same and with the opportunity to cure of the same duration to the extent curable; # your unauthorized use or disclosure of the Company’s confidential information or trade secrets; or # your conduct that constitutes gross misconduct, conduct that constitutes gross insubordination, incompetence or habitual neglect of your duties that results in (or might have reasonably resulted in) material harm to the business of the Company, each as reasonably determined by the Board, in each case, after having provided you with not less than thirty (30) days written notice of same and with the opportunity to cure of the same duration to the extent curable.

For these purposes, “Cause” means: # your failure to perform the duties of your position (as they may exist from time to time) to the reasonable satisfaction of the Board where such failure causes or is reasonably likely to cause a material adverse consequence on the business, properties, assets, results of operations, or condition (financial or otherwise) of the Company, after receipt of a written warning and your continued failure to cure such default to the reasonable satisfaction of the Board within 10 days following receipt of such written warning; # any act of dishonesty, fraud or misrepresentation taken by you in connection with your responsibilities as an employee that is intended to result in your personal enrichment; # your conviction or plea of no contest to felony or a crime involving moral turpitude; # willful misconduct by you that is injurious to the Company’s reputation or business; or # your material breach of any covenant or condition of this Letter Agreement, the NDA Agreement (as defined below) or any other agreement between you and the Company. For purposes of this definition, an act or failure to act will be deemed “willful” if undertaken not in good faith or without reasonable belief that such action or failure to act was in the best interests of the Company.

“Cause” shall mean: # your continued failure to substantially perform the material duties and obligations under this Agreement (for reasons other than death or disability), which failure, if curable within the reasonable discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice from the Company of such failure; # your material failure or refusal to comply with the policies, standards and regulations established by the Company from time to time which failure, if curable in the discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice of such failure from the Company; # any act of personal dishonesty, fraud, embezzlement, misrepresentation, or other unlawful act committed by you that benefits you at the expense of the Company; # your violation of a U.S. or Canadian federal, provincial or state law or regulation applicable to the Company’s business; # your violation of, or a plea of nolo contendere or guilty to, a felony under the laws of the United States or any state or Canada or any province; # your material breach of the terms of this Agreement or the Confidentiality Agreement; or # the Company’s severe financial distress, whereby the Company is in the process of winding down its business and your employment is terminated in connection with such winding down.

“Cause” shall mean: # your continued failure to substantially perform the material duties and obligations under this Agreement (for reasons other than death or disability), which failure, if curable within the discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice from the Company of such failure; # your failure or refusal to comply with the policies, standards and regulations established by the Company from time to time which failure, if curable in the discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice of such failure from the Company; # any act of personal dishonesty, fraud, embezzlement, misrepresentation, or other unlawful act committed by you that benefits you at the expense of the Company; # your violation of a U.S. or Canadian federal, provincial or state law or regulation applicable to the Company's business; # your violation of, or a plea of nolo contendere or guilty to, a felony under the laws of the United States or any state or Canada or any province; # your material breach of the terms of this Agreement or the Confidentiality Agreement; or # the Company's severe financial distress, whereby the Company is in the process of winding down its business and your employment is terminated in connection with such winding down.

“Cause” shall mean: # your continued failure to substantially perform the material duties and obligations under this Agreement (for reasons other than death or disability), which failure, if curable within the discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice from the Company of such failure; # your failure or refusal to comply with the policies, standards and regulations established by the Company from time to time which failure, if curable in the discretion of the Company, is not cured to the reasonable satisfaction of the Company within thirty (30) days after receipt of written notice of such failure from the Company; # any act of personal dishonesty, fraud, embezzlement, misrepresentation, or other unlawful act committed by you that benefits you at the expense of the Company; # your violation of a U.S. or Canadian federal, provincial or state law or regulation applicable to the Company’s business; # your violation of, or a plea of nolo contendere or guilty to, a felony under the laws of the United States or any state or Canada or any province; # your material breach of the terms of this Agreement or the Confidentiality Agreement; or # the Company’s severe financial distress, whereby the Company is in the process of winding down its business and your employment is terminated in connection with such winding down.

“Cause” means: # a material breach of any of Executive’s representations or obligations contained in any offer letter or employment agreement between Executive and the Company, including Executive’s willful failure or refusal to perform the job duties and responsibilities assigned to Executive by the Company, which if such material breach is reasonably susceptible of cure is not cured after thirty (30) days have elapsed following the date on which the Company gives Executive written notice of such breach; # conviction of, or plea of guilty or nolo contendere to, any felony or any crime involving moral turpitude; # participation in a fraud, act of dishonesty or misappropriation or similar conduct against the Company; # conduct that is materially injurious to the Company or its affiliates or subsidiaries, monetarily or otherwise; # improper use or disclosure of the Company’s confidential or proprietary information; or # obtaining a direct or indirect personal benefit from the transfer or use of the Company’s trade secrets or intellectual property other than on the Company’s behalf.