By Employee for Good Cause. Employee may terminate Employee’s employment for Good Cause by (A) providing notice to the Company specifying in reasonable detail the condition giving rise to the Good Cause no later than the thirtieth (30th) day following Employee’s first becoming aware of such event or condition; (B) providing the Company a period of (30) days to remedy the event or condition; and (C) providing written notice to the Company terminating Employee’s employment for Good Cause within fifteen (15) days following the expiration of the period to remedy if the Company fails to remedy the condition. The following, if occurring without Employee’s consent, shall constitute “Good Cause” for termination by Employee: (i) a material diminution in the nature or scope of Employee’s position, duties, or authority (other than temporarily while Employee is physically or mentally incapacitated to such a degree that Employee would be eligible for disability benefits under the Company’s disability income plan or as required by applicable law); (ii) a material reduction in the Base Salary or the Target Bonus percentage; (iii) a material breach by the Company of this Agreement; or (iv) a requirement by the Company that Employee relocate to a location more than forty (40) miles from Employee’s then-current remote office location.
By Employee for Good Cause. Employee may, at his option, after complying with this Section 4(f), terminate this Agreement in the event of a material breach of the terms of this Agreement by the Company. Employee shall be required to give written notice to the Company setting forth with particularity the nature of the material breach. The Company shall have thirty (30) days following its receipt of Employee's written notice in which to cure its breach before Employee's termination of this Agreement shall be effective. In the event Employee's termination shall be effective under this Section 4(f), the Company shall pay the Minimum Base Salary in effect at the date of termination, Benefits and Perquisites required by this Agreement to Employee (or his heirs or estate upon his death), to be paid when and as if they would have been paid but for the Employee's termination, for the full remaining Term of this Agreement. If Employee terminates this Agreement without good cause (e.g., other than in accordance with this Section 4(f)), he shall not be entitled to receive any further compensation or benefits under the terms hereof.
By Employee for Good Cause. Employer shall continue to pay Employee's Basic Salary, health insurance and life insurance over the remainder of the Agreement Term as in effect immediately prior to such termination (determined without regard to the termination of such term under Section 7). In addition, Employee shall be entitled to pro rata portion of the annual bonus and long-term incentive awards applicable to the Contract Year in which termination occurs and the remainder of the Agreement Term (determined without regard to the termination of such term under Section 7), determined as if all performance goals for such periods are met and Employee is entitled to an annual bonus under Section 2.2 of fifty percent (50%) of Basic Salary as in effect immediately prior to termination and a long-term incentive award under Section 5.2 of fifty percent (50%) of Basic Salary as in effect immediately prior to termination. Any termination payments payable to Employee shall survive Employee's death if Employee dies during the period Employee is receiving termination payments as provided in this Section 7.8.
