Common use of Breach of Material Employment Obligations Clause in Contracts

Breach of Material Employment Obligations. Employer commits a breach of any of its material obligations to Executive under this Agreement which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding anything to the contrary that may be contained in this Section 6(c) or elsewhere in this Agreement: (x) the following conditions must be satisfied in order for Executive to terminate this Agreement and his/her employment for Good Reason: (1) Executive shall have given Employer a written notice of termination for Good Reason (a “Good Reason Termination Notice”) prior to the expiration of a period of fifteen (15) consecutive calendar days commencing on the date that Executive is first notified in writing that Employer has taken any such Good Reason Action, (2) Employer shall have failed to rescind or cure such Good Reason Action within thirty (30) consecutive calendar days following its receipt of such Good Reason Termination Notice, and (3) the Good Reason Termination Notice must expressly state that Executive is terminating his/her employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer or any of its Affiliates.”

Breach of Material Employment Obligations. Employer The Company commits a breach of any of its material obligations to Executive under this Agreement or there is a breach by the Company or the Employer Entity of any of such party ‘s material obligations under any employment agreement it may have with Executive as of the date of this Agreement or at any time thereafter, which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding PROVIDED, HOWEVER, that, notwithstanding anything to the contrary that may be contained above in this Section 6(c) 1 or elsewhere in this Agreement: (x) Agreement the following conditions must be satisfied in order for Executive such termination of employment to terminate this Agreement and his/her employment constitute a Termination for Good ReasonReason and for the Unvested Shares to become Vested Shares by reason of the taking or occurrence of any of the Good Reason Actions set forth above: (1i) Executive shall not have given Employer a written notice consented to the taking of termination for any such Good Reason Action by the Company or the Employer Entity (a “Good Reason Termination Notice”as the case may be), (ii) prior to the expiration of a period of fifteen within ten (1510) consecutive calendar days commencing on immediately following the date that Executive is first notified in writing that by the Company or such other Employer has taken any Entity (as the case may be) of the taking of such Good Reason Action, Executive shall have given Employer a Good Reason Termination Notice (2as hereinafter defined), (iii) neither the Company nor the Employer Entity (if other than the Company) shall have failed to rescind rescind, or cure the adverse effects on Executive of, such Good Reason Action within a period of thirty (30) consecutive calendar days following its the Company’s receipt of such Good Reason Termination NoticeNotice (the “Cure Period”), (iv) Executive shall have, in fact, terminated his employment with the Company or the Employer Entity, as the case may be, and ceased altogether his Continuous Service with the Company and its Affiliates within ten (10) calendar days after the expiration of the Cure Period, and (3v) neither the Good Reason Termination Notice must expressly state that Executive Company or the Employer Entity is terminating his/her employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions Good Reason Actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer the Company or any of its Affiliates.”

Breach of Material Employment Obligations. Employer commits a breach of any of its material obligations to Executive under this Agreement which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding anything to the contrary that may be contained in this Section 6(c) or elsewhere in this Agreement: (x) the following conditions must be satisfied in order for Executive to terminate this Agreement and his/her employment for Good Reason: (1) Executive shall have given Employer a written notice of termination for Good Reason (a “Good Reason Termination Notice”) prior to the expiration of a period of fifteen (15) consecutive calendar days commencing on the date that Executive is first notified in writing that Employer has taken any such Good Reason Action, (2) Employer shall have failed to rescind or cure such Good Reason Action within thirty (30) consecutive calendar days following its receipt of such Good Reason Termination Notice, and (3) the Good Reason Termination Notice must expressly state that Executive is terminating his/her employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer or any of its Affiliates.”

Breach of Material Employment Obligations. Employer commits a breach of any of its material obligations to Executive under this Agreement which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding anything to the contrary that may be contained in this Section 6(c) or elsewhere in this Agreement: (x) the following conditions must be satisfied in order for Executive to terminate this Agreement and his/her his employment for Good Reason: (1) Executive shall have given Employer a written notice of termination for Good Reason (a “Good Reason Termination Notice”) prior to the expiration of a period of fifteen (15) consecutive calendar days commencing on the date that Executive is first notified in writing that Employer has taken any such Good Reason Action, (2) Employer shall have failed to rescind or cure such Good Reason Action within thirty (30) consecutive calendar days following its receipt of such Good Reason Termination Notice, and (3) the Good Reason Termination Notice must expressly state that Executive is terminating his/her his employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her his employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her his employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer or any of its Affiliates.”

Breach of Material Employment Obligations. Employer The Company commits a breach of any of its material obligations to Executive under this Agreement or there is a breach by the Company or the Employer Entity of any of such party‘s material obligations under any employment agreement it may have with Executive as of the date of this Agreement or at any time thereafter, which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding PROVIDED, HOWEVER, that, notwithstanding anything to the contrary that may be contained above in this Section 6(c) 1 or elsewhere in this Agreement: (x) , the following conditions must be satisfied in order for Executive such termination of employment to terminate this Agreement and his/her employment constitute a Termination for Good ReasonReason and for the Unvested Shares to become Vested Shares by reason of the taking or occurrence of any of the Good Reason Actions set forth above: (1i) Executive shall not have given Employer a written notice consented to the taking of termination for any such Good Reason Action by the Company or the Employer Entity (a “Good Reason Termination Notice”as the case may be), (ii) prior to the expiration of a period of fifteen within ten (1510) consecutive calendar days commencing on immediately following the date that Executive is first notified in writing that by the Company or such other Employer has taken any Entity (as the case may be) of the taking of such Good Reason Action, Executive shall have given Employer a Good Reason Termination Notice (2as hereinafter defined), (iii) neither the Company nor the Employer Entity (if other than the Company) shall have failed to rescind rescind, or cure the adverse effects on Executive of, such Good Reason Action within a period of thirty (30) consecutive calendar days following its the Company’s receipt of such Good Reason Termination NoticeNotice (the “Cure Period”), (iv) Executive shall have, in fact, terminated his employment with the Company or the Employer Entity, as the case may be, and ceased altogether his Continuous Service with the Company and its Affiliates within ten (10) calendar days after the expiration of the Cure Period, and (3v) neither the Good Reason Termination Notice must expressly state that Executive Company or the Employer Entity is terminating his/her employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions Good Reason Actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer the Company or any of its Affiliates.”

Breach of Material Employment Obligations. Employer commits a breach of any of its material obligations to Executive under this Agreement which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding anything to the contrary that may be contained in this Section 6(c) or elsewhere in this Agreement: (x) the following conditions must be satisfied in order for Executive to terminate this Agreement and his/her his employment for Good Reason: (1) Executive shall have given Employer a written notice of termination for Good Reason (a “Good Reason Termination Notice”) prior to the expiration of a period of fifteen (15) consecutive calendar days commencing on the date that Executive is first notified in writing that Employer has taken any such Good Reason Action, (2) Employer shall have failed to rescind or cure such Good Reason Action within thirty (30) consecutive calendar days following its receipt of such Good Reason Termination Notice, and (3) the Good Reason Termination Notice must expressly state that Executive is terminating his/her his employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her his employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her his employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer or any of its Affiliates.”

Breach of Material Employment Obligations. The Company or the Employer Entity (if other than the Company) commits a breach of any of its material obligations to Executive under this Agreement or there is a breach by the Company or the Employer Entity of any of such party’s material obligations under any employment agreement it may have with Executive as of the date of this Agreement or at any time thereafter, which breach continues uncured for a period of thirty (30) days following written notice thereof from Executive. Notwithstanding PROVIDED, HOWEVER, that, notwithstanding anything to the contrary that may be contained above in this Section 6(c) 1 or elsewhere in this Agreement: (x) Agreement the following conditions must be satisfied in order for Executive such termination of employment to terminate this Agreement and his/her employment constitute a Termination for Good ReasonReason and for the Unvested Shares to become Vested Shares by reason of the taking or occurrence of any of the Good Reason Actions set forth above: (1i) Executive shall not have given Employer a written notice consented to the taking of termination for any such Good Reason Action by the Company or the Employer Entity (a “Good Reason Termination Notice”as the case may be), (ii) prior to the expiration of a period of fifteen within ten (1510) consecutive calendar days commencing on immediately following the date that Executive is first notified in writing that by the Company or such other Employer has taken any Entity (as the case may be) of the taking of such Good Reason Action, (2) Employer Executive shall have failed to rescind given Employer a Good Reason Termination Notice (as hereinafter defined), (iii) the Company or cure the Employer Entity (if other than the Company) shall not have rescinded, or cured the adverse effects on Executive of, such Good Reason Action within a period of thirty (30) consecutive calendar days following its the Company’s receipt of such Good Reason Termination NoticeNotice (the “Cure Period”), (iv) Executive shall have, in fact, terminated his employment with the Company or the Employer Entity, as the case may be, and ceased altogether his Continuous Service with the Company and its Affiliates within ten (10) calendar days after the expiration of the Cure Period, and (3v) neither the Good Reason Termination Notice must expressly state that Executive Company or the Employer Entity is terminating his/her employment for Good Reason pursuant to this Section 6(c) and must describe in reasonable detail the Good Reason Action that entitles Executive to terminate this Agreement and his/her employment for Good Reason; and (y) Executive shall not be entitled to terminate his/her employment for Good Reason, if Executive shall have consented to the taking of such Good Reason Action by Employer or if Employer was required to take any of the above-described actions Good Reason Actions in order to comply with any applicable laws or government regulations or any order, ruling, instruction or determination of any court or other tribunal or any government agency having jurisdiction over Employer the Company or any of its Affiliates.”