By Executive with Good Reason. The Executive may terminate the Executive’s employment with the Company for Good Reason, upon not less than 30 days’ advance written notice to the Company, which notice shall specify, in reasonable detail, the Executive’s basis for alleging Good Reason; provided, however, that after the receipt of such notice, the Company may, in its discretion accelerate the effective date of such termination at any time by written notice to the Executive so long as the Company continues to pay the Base Salary to the Executive for a number of days equal to the number of days by which the Company accelerated the effective date of the Executive’s termination.
By Executive with Good Reason. Subject to the cure provisions provided in section 6.06(d), Executive may terminate his employment under this Agreement for Good Reason (as defined below). For purposes of this Agreement, “Good Reason” will be treated as an involuntary separation from service if Sections 6.06(a)-(d) are satisfied:
(a) Executive gives the Company thirty (30) days written notice of termination (“Notice of Good Reason”); and
(b) One or more of the following conditions occur without the consent of Executive:
(i) A material diminution in the Executive’s base compensation;
(ii) A material diminution in the Executive’s authority, duties, or responsibilities;
(iii) A material change in the geographic location at which the Executive must perform the services that increases the Executive’s home-to-work commuting distance by more than 50 miles; or
(iv) Any other action or inaction that constitutes a material breach by the Executive of this Agreement.
(c) Executive provides Notice of Good Reason within sixty (60) days of initial existence of one or more of the conditions in Section 6.06(b); and
(d) Company does not remedy the condition within thirty (30) days.
By Executive with Good Reason. 3.c.i. By the Executive, upon the occurrence of any of the following events:
By Executive with Good Reason. Executive may terminate his employment hereunder with Good Reason by providing written notice to the Company. For purposes of this Agreement, “Good Reason” means the existence or occurrence of one or more of the following conditions or events:
By Executive with Good Reason. By written notice as set forth in this subsection (f) by Executive to the Company of a termination for Good Reason. For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following events without Executive’s consent: (i) a material diminution of Base Salary (other than a reduction that generally affects all senior executives of the Company and its subsidiaries); (ii) a material diminution in Executive’s authority, duties or responsibilities; (iii) a material change of more than 60 miles in the geographic location at which Executive principally performs his services hereunder; or (iv) any other action or inaction that constitutes a material breach of the terms of this Agreement; provided, however, that any such event shall constitute Good Reason only if (x) Executive provides the Company with written notice describing in reasonable detail the conditions or action for which Executive believes he may resign for Good Reason within thirty (30) days of the initial occurrence (of Executive’s knowledge thereof) of such condition or action, (y) the Company fails to cure the condition or action giving rise to Executive’s assertion of “Good Reason” within thirty (30) days after receipt from Executive of written notice of the event which constitutes Good Reason; and (z) Executive actually terminates his employment for such uncured Good Reason event within ninety (90) days following the expiration of such thirty (30) day period referred to in clause (y) above.
By Executive with Good Reason. Executive may terminate his employment for Good Reason by providing written notice of good reason termination within thirty (30) days after Executive has received Notice, or has actual knowledge, whichever is first, of the initial occurrence of the alleged Good Reason Event (“Notice of Good Reason Termination”). His Notice of Good Reason Termination must (x) identify the Good Reason Event and the date of its initial existence; (y) invite the Company to remedy the Good Reason Event, and (z) state the Executive’s intention to terminate his employment for Good Reason as of a Termination Date no more than ten (10) days following the expiration of the Company’s cure period described in the next sentence. Before a Termination for Good Reason shall be effective, the Company shall have a period of thirty (30) days from the date it receives Executive’s Notice of Good Reason Termination to remedy the conditions claimed to give rise to a Good Reason Event. If the Company fails to remedy the conditions claimed to give rise to a Good Reason Event by the end of the thirty (30) day cure period, Executive’s Termination for Good Reason will be effective on the Termination Date stated in the Notice of Good Reason Termination.
By Executive with Good Reason. Executive, at her option, may terminate employment for Good Reason (as defined below) upon written notice by Executive to the Corporation fully setting forth such Good Reason. For this purpose, Executive shall be deemed to have "Good Reason" following the occurrence of any of the following events:
(1) A material breach of this Agreement by the Corporation which the Corporation fails to cure within twenty (20) days of receipt of written notice from Executive which describes the breach in reasonable detail and makes reference to this Section 20(c); or
(2) The Corporation's requiring Executive to be based at any office or location other than the Home Office without Executive's approval, except for required travel on the Corporation's business, which the Corporation fails to cure within twenty (20) days of receipt of written notice from Executive which describes the breach in reasonable detail and makes reference to this Section 20(c); or
(3) A change in Executive's job title (other than as a result of a promotion), a reduction in Executive's base salary, or a change in Executive's reporting responsibilities such that Executive no longer reports to the Corporation's Chief Executive Officer, in each case which the Corporation fails to cure within twenty (20) days of receipt of written notice from Executive which describes the matter in reasonable detail and makes reference to this Section 20(c).
By Executive with Good Reason. The Executive may terminate his services with Good Reason, provided that Executive has given written notice of such reason to the Board no later than thirty (30) days after the event or occurrence constituting Good Reason first arises, with such notice affording the Board thirty (30) days, from the date of the Company’s receipt of such notice, to cure the deficiency, and further provided that, upon such cure by the Board, “Good Reason” shall not be deemed to exist for purposes of this Agreement. The term “Good Reason” shall mean the occurrence of any of the following events without the consent of Executive: (a) a material breach of this Agreement by the Company; (b) a material reduction in Executive’s responsibility, authority, or duties relative to Executive’s responsibility, authority or duties in effect immediately prior to such reduction; or (c) required relocation of Executive’s primary employment location outside of the South Florida metropolitan area.
By Executive with Good Reason. (1) At any time during the Term, subject to the conditions set forth in Section 12(e)(2) below, Executive may terminate this Agreement and Executive’s employment with the Company for Good Reason. For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following events: (A) the assignment, without Executive’s written consent, to Executive of a title that is not an officer title; or (B) a material breach by the Company of this Agreement.
By Executive with Good Reason. By the Executive, upon the occurrence of any of the following events:
(1) Removal of the Executive from the positions referred to in Paragraph 1. 4(c)(2) Failure of the Company to maintain a commercially reasonable level of D&O insurance. In the event that Executive terminates his employment pursuant to Paragraph 4(c)(1) or (2), Executive shall be entitled to payments in accordance with the terms and conditions set forth in Appendix A to this Agreement.
