“Cause” means any of the following:

Termination by the Company for Cause. The Company and the Employer may terminate the Executive’s employment hereunder for Cause by a two-thirds vote of the members of the Board, excluding the vote of the Executive, at a meeting of the Board called for the purpose. For purposes of this Agreement, “Cause” shall mean: # conduct by the Executive constituting a material act of misconduct in connection with the performance of his duties, including, without limitation, misappropriation of funds or property of the Company or the Employer or any of its or their subsidiaries or affiliates other than the occasional, customary and de minimis use of Company or Employer property for personal purposes; # the commission by the Executive of any felony or a misdemeanor involving moral turpitude, deceit, dishonesty or fraud, or any conduct by the Executive that would reasonably be expected to result in material injury or reputational harm to the Company, the Employer or any of its or their subsidiaries and affiliates if he were retained in his position; or # a material breach of the Executive’s obligations under a written agreement with the Company and the Employer, including without limitation, such a breach of this Agreement including without limitation, a material breach of Section 8 of this Agreement; provided that in the cases covered by clauses (i) and (iii), the Executive first shall have received written notice of the misconduct or breach alleged to constitute Cause and shall have failed to cure such misconduct or breach within 30 days following receipt of such notice from the Board. If the Executive cures the Cause condition within said 30-day period, Cause shall be deemed not to have occurred.

The Company may terminate Executive’s employment at any time for Cause, effective upon Executive’s receipt of written notice of such termination; provided, however, that with respect to any termination for Cause which is described in [clause (iv) of Section 1(e)] or, to the extent capable of being cured (as determined by the Company

Termination for Cause by the Company. If the Company shall terminate the Executive’s employment with the Company for Cause, then upon such termination, the Company shall have no further obligation to Executive hereunder except for the payment or provision, as applicable, of # the portion of the Annual Base Salary for the period prior to the effective date of termination earned but unpaid (if any), # all unreimbursed expenses (if any), subject to Sections 2.4 and 5.10(c), and (iii) other payments, entitlements or benefits, if any, in accordance with terms of the applicable plans, programs, arrangements or other agreements of the Company (other than any severance plan or policy) as to which the Executive held rights to such payments, entitlements or benefits, whether as a participant, beneficiary or otherwise on the date of termination (“Other Benefits”). For the avoidance of doubt, Executive shall have no right to receive (and Other Benefits shall not include) any amounts under any Company severance plan or policy or pursuant to Article 3 or Article 4 upon Executive’s termination for Cause.

Termination by the Company for Cause. The Company may terminate Executive’s employment at any time for Cause pursuant to the provisions of Section 6(a) below, in which event as of the date of such termination all payments and benefits under this Agreement shall cease and all then unvested awards or benefits shall be forfeited, except for the continuing obligation to pay Executive Executive’s Accrued Benefits.

Termination by the Company for Cause. If the Grantee’s employment with the Company is involuntarily terminated for Cause, then all shares subject to this Option, whether vested or unvested, will be forfeited and the Grantee shall have no further rights with respect to such shares or this Option.

The Company may, at any time and without notice (except as required below), terminate theExecutive for “cause.”

Termination by the Company for Cause. Immediately upon “Cause”, which for purposes of this Agreement shall mean Executive’s # willful gross misconduct or gross or persistent negligence in the discharge of his duties; # act of dishonesty or concealment; # breach of his fiduciary duty or duty of loyalty to the Company; # a breach of Section 4 or 5 of this Agreement; # any other material breach by Executive of this Agreement, which breach has not been cured by Executive within thirty (30) days after written notice of such breach is given to Executive by the Company; # commission of one or more acts of substance abuse which are materially injurious to the Company; # conviction or plea of no contest to a felony involving money or other property of the Company(excluding traffic or other similar violations); or # conviction or a plea of no contest to a criminal offense that would, if committed in the State of Colorado, constitute a felony under the laws of the State of Colorado or the United States of America.

Termination by the Company for Cause. If the Executive’s employment with the Company is involuntarily terminated for Cause, then any portion of the Award that has not vested prior to the date of termination of Executive’s employment will be forfeited, and the Executive shall have no further rights with respect to such Award.

The Company may terminate Executive’s employment at any time for Cause, effective upon Executive’s receipt of written notice of such termination; provided, however, that with respect to any termination for Cause which is described in [clause (iv) of Section 1(e)] or, to the extent capable of being cured (as determined by the Company in its discretion), [clause (v) of Section 1(e)] above, Executive shall be given not less than ten (10) days written notice by the CEO of the intention to terminate his employment