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h. “Cause” means, unless otherwise provided in an Award Agreement: (i) conduct resulting in a felony criminal conviction under U.S. federal or state law or an equivalent conviction under the laws of any other country or province, or conduct meeting the elements of the same as determined by the Corporation; (ii) dishonesty, fraud, self-dealing or material violations of civil law in the course of fulfilling the Participant’s employment duties, including but not limited to violations of any anti-fraud laws such as the Truthful Cost or Pricing Data Statute (FKA Truth in Negotiations Act or “TINA”) and the Foreign Corrupt Practices Act (FCPA) or equivalent civil laws of any other country, as determined by the Corporation; (iii) breach of the Participant’s intellectual property agreement or other written agreement between the Corporation or an Affiliate and Participant, as determined by the Corporation; (iv) such other actions or omissions that constitute willful misconduct, willful failure to perform, or gross negligence in the performance of reasonable duties of employment, as determined by the Corporation; (v) negligent supervision of a subordinate who causes significant harm to the Corporation and/or an Affiliate, as determined by the Corporation; (vi) material violation of the Corporation’s Code of Conduct or other company policy which may be injurious to the Corporation and/or an Affiliate, and/or which may render Participant’s employment untenable as determined by the Corporation; or (vii) prior to a Change-in-Control, such other events as shall be determined by the Committee. Notwithstanding the general rule of Section 2(c), following a Change-in-Control, any determination by the Committee as to whether “Cause” exists shall be subject to de novo review.