Common use of Executive’s Resignation for Good Reason Clause in Contracts

Executive’s Resignation for Good Reason. Executive may resign his employment for Good Reason so long as Executive tenders his resignation to the Company within sixty (60) days after the occurrence of the event which forms the basis for his termination for Good Reason. If Executive terminates his employment for Good Reason, Executive shall be eligible for severance benefits as set forth in Section 4.2 of Exhibit A, attached hereto. (a) Definition of “Good Reason.” For purposes of this Agreement, “Good Reason” shall mean any one of the following events which occurs on or after the Effective Date: (i) any material reduction of the Executive’s then existing annual base salary, except to the extent the annual base salary of all other executive officers of the Company is similarly reduced (provided such reduction does not exceed fifteen percent (15%) of Executive’s then existing annual base salary); (ii) any material reduction in the package of benefits and incentives, taken as a whole, provided to the Executive (except that employee contributions may be raised to the extent of any cost increases imposed by third parties) or any action by the Company which would materially and adversely affect the Executive’s participation or reduce the Executive’s benefits under any such plans, except to the extent that such benefits and incentives of all other executive officers of the Company are similarly reduced; (iii) any material diminution of the Executive’s duties and responsibilities, taken as a whole, excluding for this purpose (A) a diminution of duties and responsibilities that occurs as a consequence of a restructuring of the Company’s business, or (B) an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (iv) following a Change of Control, any diminution of the Executive’s duties, responsibilities, authority, reporting structure, titles or offices, excluding for this purpose an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (v) any material breach by the Company of its obligations under this Agreement; (vi) any failure by the Company to obtain the assumption of this Agreement by any successor or assign of the Company; or (vii) any requirement that the Executive relocate to a work site that would increase the Executive’s one-way commute distance by more than thirty-five (35) miles from his then principal residence to the Company’s facility in Salt Lake City, Utah, unless the Executive accepts such relocation opportunity.

Executive’s Resignation for Good Reason. Executive may resign his employment for Good Reason so long as Executive tenders his resignation to the Company within sixty (60) days after the occurrence of the event which forms the basis for his termination for Good ReasonReason and provides the Company with a reasonable opportunity to cure such event (which opportunity shall be thirty (30) days unless the event is not susceptible to being cured, within the judgment of the Board). If Executive terminates his employment for Good Reason, Executive shall be eligible for severance benefits as set forth in Section 4.2 of Exhibit A, attached hereto. (a) Definition of “Good Reason.” For purposes of this Agreement, “Good Reason” shall mean any one of the following events which occurs on or after the Effective DateCommencement Date without Executive’s consent: (i) any material reduction of the Executive’s then existing annual base salary, except failure to elect or reelect Executive to the extent positions of President and Chief Executive Officer; the annual base salary removal of all other executive officers of the Company is similarly reduced (provided him from either such reduction does not exceed fifteen percent (15%) of Executive’s then existing annual base salary)position; (ii) any material reduction in the package of benefits and incentives, taken as a whole, provided to the Executive (except that employee contributions may be raised to the extent of any cost increases imposed by third parties) or any action by the Company which would materially and adversely affect the Executive’s participation or reduce the Executive’s benefits under any such plans, except to the extent that such benefits and incentives of all other executive officers of the Company are similarly reduced; (iii) any material diminution of the Executive’s in his duties and or responsibilities, taken as a whole, excluding in such positions; (ii) the failure to appoint Executive as a member of the Board or to renominate him for this purpose election to the Board upon the expiration of his initial term as a director unless such renomination would violate any applicable law, rule or regulation; (Aiii) a diminution the assignment to Executive of duties that are materially inconsistent with, or that materially impair his ability to perform, the duties customarily assigned to a President and responsibilities that occurs as a consequence Chief Executive Officer of a restructuring corporation of the size and nature of the Company’s business, ; or (B) an isolated, insubstantial a change in the reporting structure so that Executive reports to someone other than the Board or inadvertent action not taken in bad faith which is remedied by subject to the Company immediately after notice thereof is given by direct or indirect authority or control of a person or entity other than the ExecutiveBoard; (iv) following a Change of Control, any diminution of the Executive’s duties, responsibilities, authority, reporting structure, titles or offices, excluding for this purpose an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (v) any material breach by the Company of its obligations under this Agreement; (viv) any failure conduct by the Company occurs that would cause Executive to commit fraudulent acts or would expose Executive to criminal liability; or (vi) the Company fails to obtain the assumption in writing of its obligation to perform this Agreement by any successor to all or assign substantially all of the Company; ’s business or assets of the Company. Notwithstanding the foregoing, Executive shall not have “Good Reason” to terminate his employment in connection with any of the foregoing events to the extent that Executive shall have either consented to such event or to the extent that ninety (vii90) any requirement days shall elapsed following the date that the Executive relocate to a work site that would increase the Executive’s one-way commute distance by more than thirty-five becomes aware (35or reasonably should have been aware) miles from his then principal residence of such event without delivering notice to the Company’s facility in Salt Lake City, Utah, unless the Executive accepts such relocation opportunity.

Executive’s Resignation for Good Reason. Executive may resign his employment for Good Reason so long as Executive tenders his resignation to the Company within sixty (60) days after the occurrence of the event which forms the basis for his termination for Good Reason. If Executive terminates his employment for Good Reason, Executive shall be eligible for severance benefits as set forth in Section 4.2 of Exhibit A, attached hereto. (a) Definition of “Good Reason.” For purposes of this Agreement, “Good Reason” shall mean any one of the following events which occurs on or after the Effective Date: (i) after a Change of Control (as defined in Section 7.1), any material reduction of the Executive’s then existing annual base salary, except to the extent the annual base salary of all other executive officers of the Company at levels similar to Executive is similarly reduced (provided such reduction does not exceed fifteen percent (15%) of Executive’s then existing annual base salary); (ii) after a Change of Control, any material reduction in the package of benefits and incentives, taken as a whole, provided to the Executive (except that employee contributions may be raised to the extent of any cost increases imposed by third parties) or any action by the Company which would materially and adversely affect the Executive’s participation or reduce the Executive’s benefits under any such plans, except to the extent that such benefits and incentives of all other executive officers of the Company at levels similar to Executive are similarly reduced; (iii) after a Change of Control, any material diminution of the Executive’s duties duties, and responsibilities, taken as a whole, excluding for this purpose (A) a diminution of duties and responsibilities that occurs as a consequence of a restructuring of the Company’s business, or (B) an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (iv) following a Change of Control, any diminution of the Executive’s duties, responsibilities, authority, reporting structure, titles or offices, excluding for this purpose an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (viv) any material breach by the Company of its obligations under this Agreement; (vi) any failure by the Company to obtain the assumption of this Agreement by any successor or assign of the Company; or (vii) any a requirement that the Executive relocate to a work site that would increase the Executive’s one-way commute distance by more than thirty-five (35) miles from his then principal residence to the Company’s facility in Salt Lake City, Utahresidence, unless the Executive accepts such relocation opportunity; (v) any material breach by the Company of its obligations under this Agreement; or (vi) any failure by the Company to obtain the assumption of this Agreement by any successor or assign of the Company.

Executive’s Resignation for Good Reason. Executive may resign his employment for Good Reason so long as Executive tenders his resignation to the Company within sixty (60) days after the occurrence of the event which forms the basis for his termination for Good Reason. If Executive terminates his employment for Good Reason, Executive shall be eligible for severance benefits as set forth in Section 4.2 of Exhibit A, attached hereto. (a) Definition of “Good Reason.” For purposes of this Agreement, “Good Reason” shall mean any one of the following events which occurs on or after the Effective Date: (i) after a Change in Control (as defined in Section 7.1) any material reduction of the Executive’s then existing annual base salary, except to the extent the annual base salary of all other executive officers of the Company at levels similar to Executive is similarly reduced (provided such reduction does not exceed fifteen percent (15%) of Executive’s then existing annual base salary); (ii) after a Change in Control, any material reduction in the package of benefits and incentives, taken as a whole, provided to the Executive (except that employee contributions may be raised to the extent of any cost increases imposed by third parties) or any action by the Company which would materially and adversely affect the Executive’s participation or reduce the Executive’s benefits under any such plans, except to the extent that such benefits and incentives of all other executive officers of the Company at levels similar to Executive are similarly reduced; (iii) after a Change in Control, any material diminution of the Executive’s duties duties, and responsibilities, taken as a whole, excluding for this purpose (A) a diminution of duties and responsibilities that occurs as a consequence of a restructuring of the Company’s business, or (B) an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (iv) following a Change of Control, any diminution of the Executive’s duties, responsibilities, authority, reporting structure, titles or offices, excluding for this purpose an isolated, insubstantial or inadvertent action not taken in bad faith which is remedied by the Company immediately after notice thereof is given by the Executive; (viv) any material breach by the Company of its obligations under this Agreement; (vi) any failure by the Company to obtain the assumption of this Agreement by any successor or assign of the Company; or (vii) any after a Change in Control, a requirement that the Executive relocate to a work site that would increase the Executive’s one-way commute distance by more than thirty-five (35) miles from his then principal residence to the Company’s facility in Salt Lake City, Utahresidence, unless the Executive accepts such relocation opportunity; (v) any material breach by the Company of its obligations under this Agreement; or (vi) any failure by the Company to obtain the assumption of this Agreement by any successor or assign of the Company.