Common use of Constructive Termination of Employment Clause in Contracts

Constructive Termination of Employment. A termination of employment by Executive shall be deemed to be a Constructive Termination of employment upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) a material adverse change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's position as described in Section 3; or (2) a change in the Executive's principal office to a location outside of Broward County or Palm Beach County; or (3) any material reduction in the Executive's base salary, bonus or other benefits; or (4) a material breach of the Agreement by the Company. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's employment under this Section 6(f) within ninety (90) days of the initial occurrence, which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's employment, and the Company shall then be given the opportunity, within thirty (30) days of its receipt of such notice, to cure said event. Executive's termination shall not be considered to be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition or event giving rise to the Constructive Termination.

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company without Cause under Section 6(d) shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) i. a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's ’s position as described in Section 3; or (2) ii. a change in the Executive's ’s principal office to a location outside the counties of Broward Orange County or Palm Beach CountyOrlando, Florida surrounding area; or (3) iii. any material reduction in the Executive's base salary, bonus or other benefits’s Base Salary; or (4) iv. a material breach of the Agreement by the Company; or v. a material reduction of the Executive’s benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or vi. failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's ’s employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's ’s employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (i) through (vi) above).

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company other than for Cause shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's position as described in Section 3; or (2) a change Change in the Executive's principal office to a location outside of Broward County or Palm Beach County; or (3) any material reduction in the Executive's base salary, bonus salary or other benefitsany change in the method of calculating Executive's Bonus Compensation hereunder; or (4) a material breach of the Agreement by the Company; or (5) a material reduction of the Executive's benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or (6) failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (1) through (7) above).

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company without Cause under Section 6(d) shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) i. a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's ’s position as described in Section 3; or (2) ii. a change in the Executive's ’s principal office to a location outside the counties of Broward County or Palm Beach or Broward County, Florida; or (3) iii. any material reduction in the Executive's base salary, bonus or other benefits’s Base Salary; or (4) iv. a material breach of the Agreement by the Company; or v. a material reduction of the Executive’s benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or vi. failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's ’s employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's ’s employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (i) through (vi) above).

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company without Cause under Section 6(d) shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's position as described in Section 3; or (2) a change in the Executive's principal office to a location outside of Broward County or the Palm Beach Beach-Stuart-Broward-Dade County, Florida area; or (3) any material reduction in the Executive's base salary, bonus salary or other benefitsany change in the method of calculating Executive's Bonus Compensation hereunder; or (4) a material breach of the Agreement by the Company; or (5) a material reduction of the Executive's benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or (6) failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (1) through (6) above).

Constructive Termination of Employment. A termination of employment by Executive the Company without Cause shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1i) A change in control of the Company, defined as the acquisition by a material adverse person or entity of 50% or more of the Company’s common stock, a merger or other form of corporate reorganization resulting in the foregoing; (ii) A significant change in the nature or scope of the authoritiesauthority, powers, functionsfunction, duties or responsibilities attached to Executive's position as described in Section 3; orof Executive at any time during the Term of this Agreement; (2iii) a A change in the Executive's ’s principal office to a location outside of Broward County or the Palm Beach or Broward County; or, Florida area; (3iv) any material A five (5%) percent or greater reduction in the Executive's base salary, bonus or other benefits; or’s Base Salary as in effect immediately prior to such reduction; (4v) a A material breach of the Agreement by the Company; (vi) A material reduction of Executive’s benefits payable by the Company as set forth in this Agreement; or (vii) Failure by a successor company to assume the obligations of the Company under this Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's ’s employment under this Section 6(f) within ninety (90) days of the initial occurrence4(d), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's ’s employment, and the Company shall then be given the opportunity, within thirty (30) days of its receipt of such notice, notice to cure said event. Executive's termination ; provided, however, there shall not be considered no period permitted to cure a second occurrence of the same event and in no event will there be a Constructive Termination unless such termination occurs on or before required period to cure following the occurrence of two (2) years after the initial existence of the condition or event giving rise to the Constructive Terminationevents as described in this Section 4(d).

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company without Cause under Section 6(d) shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) i. a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's position as described in Section 3; or (2) ii. a change in the Executive's principal office to a location outside the counties of Broward County or Palm Beach or Broward County, Florida; or (3) iii. any material reduction in the Executive's base salary, bonus or other benefitsBase Salary; or (4) iv. a material breach of the Agreement by the Company; or v. a material reduction of the Executive's benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or vi. failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (i) through (vi) above).

Constructive Termination of Employment. A If the Executive so elects, a termination of employment by Executive the Company without Cause under Section 6(d) shall be deemed to be a Constructive Termination of employment have occurred upon the occurrence of one or more of the following events without the express written consent of the Executive. In such event, the Executive shall be entitled to all Compensation and Benefits as set forth in Subsection 6(h) of this Agreement: (1) i. a material adverse significant change in the nature or scope of the authorities, powers, functions, duties or responsibilities attached to Executive's ’s position as described in Section 3; or (2) ii. a change in the Executive's ’s principal office to a location outside the counties of Broward Palm Beach County or Palm Beach CountyJupiter, Florida surrounding area; or (3) iii. any material reduction in the Executive's base salary, bonus or other benefits’s Base Salary; or (4) iv. a material breach of the Agreement by the Company; or v. a material reduction of the Executive’s benefits under any employee benefit plan, program or arrangement (for Executive individually or as part of a group) of the Company as then in effect or as in effect on the effective date of the Agreement, which reduction shall not be effectuated for similarly situated employees of the Company; or vi. failure by a successor company to assume the obligations under the Agreement. Anything herein to the contrary notwithstanding, the Executive shall be required to give written notice to the Board of Directors of the Company that the Executive believes an event has occurred which would result in a Constructive Termination of the Executive's ’s employment under this Section 6(f) within ninety (90) days of the initial occurrence), which written notice shall specify the particular act or acts, on the basis of which the Executive intends to so terminate the Executive's ’s employment, and the Company shall then be given the opportunity, within thirty fifteen (3015) days of its receipt of such notice, notice to cure said event. Executive's termination , provided, however, there shall not be considered no time period permitted to cure a second or subsequent occurrence under this Section 6(f) (whether such second occurrence be a Constructive Termination unless such termination occurs on or before two (2) years after the initial existence of the condition same or a different event giving rise to the Constructive Terminationspecified in subsections (i) through (vi) above).