Constructive Discharge. If the Company fails to reappoint Employee to (or rejects Employee for) the position or positions listed in Section 2.01, fails to comply with the provisions of Section 3, or engages in any other material breach of the terms of this Agreement, Employee may at his option terminate his employment and such termination shall be considered to be a termination of Employee's employment by the Company for reasons other than "Cause."
Constructive Discharge. If the Company (a) subjects Executive to a diminution in his title(s), responsibilities, or in his then current Annual Compensation, (b) fails to comply with the provisions of Section 3, (c) locates Executive’s place of employment outside the Scottsdale, Arizona area or (d) engages in any material and intentional breach of the Company’s principal obligations under this Agreement which is not remedied within fifteen (15) business days after receipt of written notice from the Executive (a “Constructive Discharge”), Executive may at his option terminate his employment and such termination shall be considered to be a Termination by the Company for Reasons Other Than Cause.
Constructive Discharge. Any significant reduction or adverse change in the nature or scope of the Executive's authority, duties, status or position contemplated by Section 2 hereof, including an involuntary relocation, or a reduction the base salary and/or benefits of the Executive from those provided for in Section 4 hereof as they may from time to time be in effect, will be the basis for the Executive's termination of this Agreement by giving at least 30 days prior notice to the Company and in such event the termination will be treated as a termination by the Company without cause under Section 5.3.
Constructive Discharge. If at any time during the term of this Agreement, except in instances where Employer has valid grounds to terminate Executive’s employment pursuant to Section 5(e) (Termination for Cause), the Executive is Constructively Discharged (as hereinafter defined), then the Executive shall have the right, by written notice given to the Employer not later than ninety (90) days after such Constructive Discharge, to terminate his services hereunder, effective as of thirty (30) days after the date of such notice, and the Executive shall have no rights or obligations under this Agreement other than as provided in this Section 5(d), Section 4 (Confidentiality and Loyalty) and Section 6 (Non-Competition Covenant). In such event, the Executive shall be entitled to an amount equal to the aggregate cash payments due to the Executive under Section 5(c)(i) and reimbursement of COBRA premiums as if such termination of his employment were pursuant to Section 5(c) (Premature Termination). Payment to the Executive will be made on a monthly basis over the twelve (12) month period immediately following the Executive’s termination of employment. For purposes of this Agreement, the Executive shall be “Constructively Discharged” upon the occurrence of any one of the following events:
Constructive Discharge. Employee may terminate his employment under this Employment Agreement in the event of Constructive Discharge (as defined below) by providing written notice to Employer within ninety (90) days after the occurrence of such event, specifying the event relied upon for a Constructive Discharge. "Constructive Discharge" shall mean any (i) material change by Employer of Employee's position to an inferior position from that in effect on the date of this Employment Agreement, (ii) assignment, reassignment, or relocation by Employer of Employee without Employee's consent to another place of employment more than 50 miles from Employee's current place of employment, or (iii) reduction in Employee's base salary or percentage target bonus opportunity. Following termination of Employee's employment in the event of a Constructive Discharge, Employee shall continue to receive Employee’s annual salary, payable as immediately prior to termination, plus all benefits to which Employee is then entitled under subparagraph 2(e) above, for the balance of the period ending on the last day of the term of employment as in effect immediately prior to termination; provided, that if Employer is unable to continue to provide any such benefits to Employee at substantially the Benefit Cost, Employer shall have the right to pay Employee the Benefit Cost of such benefits in lieu of continuing to provide such benefits to Employee. Employer and Employee, upon mutual agreement, may waive any of the foregoing provisions that would otherwise constitute a Constructive Discharge. Within ten days of receiving such written notice from Employee, Employer may cure the event that constitutes a Constructive Discharge, in which event the termination of employment shall be of no force or effect.
Constructive Discharge. If Employee is ready, willing and able to work and Finance, for whatever reason, does not utilize the services of Employee for substantially the same professional duties for a total period of ninety (90) days during the life of this Agreement or elects to transfer Employee outside the Hampton Roads Virginia area and Employee is unable to transfer for any reason, Employee will be entitled to all salary, Executive Profit Sharing Plans, and benefits as provided in Section 10.2 of this Agreement.
Constructive Discharge. If Employee is ever constructively ---------------------- discharged, she may terminate this Agreement and her employment hereunder by delivering written notice to Company no later than thirty (30) days before the effective date of termination. If Employee is constructively discharged, Company shall be obligated to pay Employee the severance benefits set forth in Paragraph 4(c) hereof. For purposes of the foregoing, "constructive discharge" means the occurrence of any one or more of the following: (i) Employee is removed from all of the offices described in Paragraph 1 hereof; (ii) Company fails to vest with or removes from Employee the duties, responsibilities, authority or resources that she reasonably needs to competently perform the duties of her office; (iii) Company decreases Employee's basic compensation or arbitrarily and capriciously decreases Employee's bonus; or (iv) Company transfers Employee to a location outside the Denver metropolitan area; and in any of such events, Company fails to cure any of the above within thirty (30) days after Employee gives Company written notice of such breach.
Constructive Discharge. Following a Change of Control, if Executive is Constructively Discharged, she may terminate this Agreement and her employment by delivering written notice to the Bank no later than 30 days before the effective date of termination. "Constructive Discharge" means the occurrence of any one or more of the following, without Executive's prior written consent: (i) Executive is not reelected to or is removed as Senior Vice President and Retail/Compliance of the Bank; (ii) the Bank fails to vest Executive with or removes from her the duties, responsibilities, authority or resources that she reasonably needs to competently perform her duties as Senior Vice President and Retail/Compliance of the Bank; (iii) the Bank notifies Executive that it is terminating this Agreement pursuant to Section 3(b); (iv) the Bank changes the primary location of Executive's employment to a place that is more than 50 miles from Madison Heights, Michigan; or (v) the Bank otherwise commits a material breach of its obligations under this Agreement and fails to cure the breach within 30 days after Executive gives the Bank written notice of the breach.
Constructive Discharge. If the Executive (i) provides written notice to the Company of the occurrence of a material breach of this Agreement by the Company, which specifically identifies the manner in which the Executive believes that the breach has occurred; (ii) the Company fails to correct such breach within a reasonable time after such notice; and (iii) the Executive resigns within the 60-day period following the occurrence of such breach, then the Executive shall be considered to have been constructively discharged.
Constructive Discharge. A Constructive Discharge by the Company shall be treated for all purposes of this Agreement as a termination by the Company without Cause. If (x) the Executive provides written notice to the Company of the occurrence of Good Reason (as defined below) within a reasonable time after the Executive has knowledge of the circumstances constituting Good Reason, which notice shall specifically identify the circumstances which the Executive believes constitute Good Reason; (y) the Company fails to correct the circumstances within 30 days after such notice; and (z) the Executive resigns within ninety days after the date of delivery of the notice referred to in clause (x) above, then the Executive shall be considered to have been subject to a Constructive Discharge by the Company. For purposes of this Agreement, "Good Reason" shall mean, without the Executive's express written consent (and except in consequence of a prior termination of the Executive's employment), the occurrence of any of the following circumstances:
