For Good Reason by Executive Sample Clauses

For Good Reason by Executive. Executive may, at his option, terminate Executive’s employment for “Good Reason” by giving a notice of termination to Employer in the event that, in the absence of events that would support a termination of Executive for Cause: (i) there is a material failure of Employer (or successor employer) to pay Executive’s salary or additional compensation or benefits hereunder in accordance with this Employment Agreement; (ii) Executive’s annual Base Salary is materially decreased without his prior written consent; (iii) Executive is assigned duties substantially inconsistent with his title and the responsibilities set forth in Executive’s job description, without Executive’s prior written consent; (iv) Executive’s place of employment is changed to a location that is greater than fifty (50) miles from Executive’s current place of employment which is contemplated to be 000 Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxxxxxx 00000; or (v) any other material violation or breach by Employer of this Employment Agreement. Notwithstanding the foregoing, none of the events described in clauses (i) through (v) above shall constitute Good Reason unless Executive shall have notified Employer in writing describing the event which constitute Good Reason within thirty (30) days after Executive first becomes aware of such event and then only if Employer and/or its subsidiaries shall have failed to reasonably cure such events, if curable, within thirty (30) days after Employer’s receipt of such written notice and Executive elects to terminate his employment as a result within thirty (30) days following the end of such thirty (30) day period (assuming, for the avoidance of doubt, that Employer does not elect to cure).

For Good Reason by Executive. During the Contract Period while Executive is employed by SITE Centers, Executive may terminate Executive’s employment under this Agreement for “Good Reason” if any of the following circumstances occur: (a) SITE Centers materially reduces Executive’s authority, duties or responsibilities from those set forth in Section 1 above; (b) SITE Centers materially reduces Executive’s Base Salary, Annual Bonus opportunity, or annual equity grant opportunity from that set forth in Section 3 above (but only to the extent that such reduction results in a substantial reduction in Executive’s total compensation); (c) Executive is required to report to anyone other than the CEO; (d) SITE Centers changes Executive’s principal place of employment to a location that is more than 50 miles from the geographical center of New York, NY; or (e) SITE Centers materially breaches any of its obligations under this Agreement. Notwithstanding the foregoing, no termination of employment by Executive shall constitute a termination for “Good Reason” unless (i) Executive gives SITE Centers notice of the existence of an event described in clause (a), (b), (c), (d) or (e) above, within sixty (60) days following the occurrence thereof and (ii) SITE Centers does not remedy such event described in clause (a), (b), (c), (d) or (e) above, as applicable, within thirty (30) days of receiving the notice described in the preceding clause (i), and (iii) in all cases, Executive terminates employment pursuant to this Section 6.3 within one year from the date the event described in clause (a), (b), (c), (d) or (e) above initially occurred.

For Good Reason by Executive. Executive may, at Executive's option, terminate Executive's employment for "Good Reason" by giving written notice of termination to Employer in the event that there is a failure of Employer (or successor employer) to promptly pay Executive's salary or additional compensation or benefits hereunder in accordance with this Agreement in any material respect. It shall also be considered Good Reason for termination by Executive if, in the event of a Change of Control (as defined below), any successor employer fails to fully assume Employer's obligations under this Agreement. For purposes, of this Agreement, a "Change of Control", shall mean (i) the dissolution or liquidation of Employer, or (ii) the consummation of any merger or consolidation of Employer other than in a transaction in which Employer is the surviving corporation or a majority of the board of directors of the surviving corporation were directors of Employer before such transaction or are designated by the former shareholders of Employer, or (iii) a sale or other disposition of all or substantially all of the then-outstanding capital stock of Employer or a sale or other disposition of all or substantially all of Employer's assets. Good Reason shall also include any requirement that Executive move his principal office to a location outside the Research Triangle area of North Carolina.

For Good Reason by Executive. During the Contract Period while Executive is employed by DDR, Executive may terminate Executive’s employment under this Agreement for “Good Reason” if any of the following circumstances occur: (a) DDR materially changes Executive’s duties and responsibilities from those set forth in Section 1 above and the change has not been rescinded to Executive’s satisfaction within 15 days after Executive has advised DDR in writing of dissatisfaction with the change. (b) DDR changes Executive’s place of employment or its principal executive offices to a location that is more than 50 miles from the geographical center of Cleveland, Ohio. (c) DDR materially breaches any of its obligations under this Agreement (other than its obligations under Section 1 above, as to any breach of which Section 6.3(a) would apply) and the breach is not cured in all material respects within 30 days after Executive has advised DDR in writing of the breach.

For Good Reason by Executive. The provisions of this Section 7(e) shall apply in the event that the Executive terminates his employment with the Company for "Good Reason". For purposes of this Agreement, "Good Reason" means (without Executive's express prior written consent):

For Good Reason by Executive. Executive may, at his/her option, terminate Executive’s employment for “Good Reason” by giving a notice of termination to Employer in the event that: (i) there is a failure of Employer (or successor employer) to pay Executive’s salary or additional compensation or benefits hereunder in accordance with this Employment Agreement which has not been cured within 30 days after notice of such failure has been given by Executive to Employer; (ii) Executive is assigned duties substantially inconsistent with her title without Executive’s prior written consent; or (iii) any other material violation or breach by Employer of this Employment Agreement which, if curable, has not been cured within 30 days after notice of such breach has been given by Executive to Employer.

For Good Reason by Executive. During the Term, Executive may terminate his employment under this Agreement at any time for "Good Reason." For purposes of this Agreement, "Good Reason" means:

For Good Reason by Executive. During the Contract Period while Executive is employed by DDR, Executive may terminate Executive’s employment under this Agreement for “Good Reason” if any of the following circumstances occur: (a) DDR materially reduces Executive’s authority, duties or responsibilities from those set forth in Section 1 above; (b) DDR materially reduces Executive’s Base Salary, Annual Bonus opportunity, or annual equity grant opportunity from that set forth in Section 3 above (but only to the extent that such reduction results in a substantial reduction in Executive’s total compensation); (c) Executive is required to report to anyone other than the CEO; (d) DDR changes Executive’s principal place of employment to a location that is more than 50 miles from the geographical center of New York, NY, or changes DDR’s principal executive offices to a location that is more than 50 miles from the geographical center of Cleveland, Ohio; or (e) DDR materially breaches any of its obligations under this Agreement. Notwithstanding the foregoing, no termination of employment by Executive shall constitute a termination for “Good Reason” unless (i) Executive gives DDR notice of the existence of an event described in clause (a), (b), (c), (d) or (e) above, within sixty (60) days following the occurrence thereof and (ii) DDR does not remedy such event described in clause (a), (b), (c), (d) or (e) above, as applicable, within thirty (30) days of receiving the notice described in the preceding clause (i), and (iii) in all cases, Executive terminates employment pursuant to this Section 6.3 within one year from the date the event described in clause (a), (b), (c), (d) or (e) above initially occurred.

For Good Reason by Executive. Good Reason" will mean that Executive voluntarily resigns within thirty (30) days after the occurrence of any of the following events, without Executive's written consent (i) a material reduction of the duties, authority or responsibilities, relative to Executive's duties, authority or responsibilities as in effect immediately prior to such reduction, provided, however, that for purposes of this subsection (i) a material reduction of the duties, authority or responsibilities shall not exist in the event the Executive shall have authority and responsibility over a division, subsidiary or entity that is substantially similar in size to the division, subsidiary or entity over which Executive had authority and responsibility immediately prior to such reduction; (ii) a material reduction by the Employer of the Base Salary or target bonus as in effect immediately prior to such reduction, provided, however, that if the Employer institutes a Employer-wide reduction in salaries and bonus rates for other executive management team members, such reduction shall not be deemed "material" for this subsection; (iii) the failure of Employer to make any payment that it is required to make hereunder to Executive when such payment is due, with such failure continuing for at least ten (10) days after written demand for payment; (iv) a permanent reassignment of Executive's principal place of employment, without the written consent of Executive, to a location more than fifty (50) miles therefrom; or (v) an act or omission by Employer directed towards Executive that constitutes fraud, criminal misconduct, breach of the fiduciary duty of loyalty, gross negligence, malfeasance or willful misconduct.

For Good Reason by Executive. During the Contract Period while Executive is employed by DDR, Executive may terminate Executive’s employment under this Agreement for “Good Reason” if any of the following circumstances occur: (a) DDR materially changes Executive’s duties and responsibilities from those set forth in Section 1 above and the change has not been rescinded to Executive’s satisfaction within 15 days after Executive has advised DDR in writing of dissatisfaction with the change. (b) DDR changes Executive’s place of employment or its principal executive offices to a location that is more than 50 miles from the geographical center of Cleveland, Ohio. (c) DDR materially reduces Executive’s remuneration from that set forth in Section 3 above and the reduction has not been rescinded to Executive’s satisfaction within 15 days after Executive has advised DDR in writing of dissatisfaction with the reduction. (d) DDR materially breaches any of its obligations under this Agreement (other than its obligations under Section 1 above, as to any breach of which Section 6.3(a) would apply) and the breach is not cured in all material respects within 30 days after Executive has advised DDR in writing of the breach.