Good Reason Resignation. Good Reason Resignation" shall have the same meaning it does in the Employment Agreement.
Good Reason Resignation. Good Reason Resignation" shall mean termination by Employee of Employee's employment by Employer following the occurrence of any of the events set out below unless such event is fully corrected by the Employer within 30 days following written notification by Employee to Employer that Employee intends to terminate his employment for one or more of the reasons set out below:
Good Reason Resignation. In the event of a Good Reason Resignation Employee resigns, Employer shall continue to pay to Employee his salary for a period of one (1) year from the date of Resignation for Good Reason and Employer shall pay to Employee all cash and other compensation which would be due and owing to Employee under paragraph 2.4 of this Employment Agreement if Employee=s employment had been Terminated without Cause by Employer rather than the Good Reason Resignation by Employee.
Good Reason Resignation. Executive may terminate the Employment Period and Executive's employment at any time for Good Reason, effective upon delivery of written notice of termination to the Company. If such termination by Executive is asserted to be for "Good Reason", such termination notice shall state the grounds that Executive claims constitute Good Reason. As used herein, "Good Reason" shall mean a material breach of this Agreement by the Company. A demotion such that Executive does not serve as the Chief Executive Officer, or Co-Chief Executive Officer of the Company shall constitute "Good Reason".
Good Reason Resignation. Executive may resign for Good Reason due to the occurrence of any of the following without Executive’s consent: (i) material breach by the Company of any of the terms and provisions of this Agreement resulting in material harm to Executive; (ii) a material reduction of Executive’s authority, duties or responsibilities; (iii) relocation of Executive’s place of work that would increase Executive’s one-way commuting distance by more than fifty (50) miles over Executive’s commute immediately prior thereto; or (iv) a material reduction by VaxGen of Executive’s then-current base salary (except where such reduction is imposed uniformly on other senior executives of the Company). Notwithstanding the foregoing, a resignation of employment by Executive shall not constitute a resignation for Good Reason based on the conduct described above unless (A) within thirty (30) days following the occurrence of such conduct, Executive provides VaxGen’s Chief Executive Officer (or the Board in the case Executive is then serving as the Chief Executive Officer or there is no one serving as the Chief Executive Officer) with written notice specifying (x) the particulars of such conduct and (y) that Executive deems such conduct to be described in (i), (ii), (iii) or (iv) of this Section 10(c), (B) such conduct has not been cured within thirty (30) days following receipt by VaxGen’s Chief Executive Officer (or the Board in the case of Executive is then serving as the Chief Executive Officer or there is no one serving as the Chief Executive Officer) of such notice and (C) the resignation occurs within one hundred and twenty (120) days of the occurrence of such conduct. Executive’s resignation shall be effective on the date specified in the notice given hereunder, which date shall not be earlier than the earliest date permitted by the preceding sentence, nor later than the latest date permitted by the preceding sentence (unless such earlier or later resignation date is permitted by the Company).
Good Reason Resignation. As used in this Agreement, Executive shall be deemed to have resigned his employment by Company for "Good Reason" if either:
(i) Executive, at any time, elects in good faith to discontinue his employment with Company because (A) his responsibilities, duties or authority have changed materially from their level on the effective date of this Agreement, which change substantially reduces the rank or level, responsibility or scope of Executive's position with Company (or its successor in the case of a merger, consolidation, acquisition or transfer of substantially all of its business assets) below that which he has on the effective date of this Agreement as Company's Chief Executive Officer or (B) his salary (as adjusted from the effective date of this Agreement) has been decreased; or
Good Reason Resignation. Employee (or Employee’s legal representative) shall be entitled to receive Accrued Salary through the sixty (60) days after Employer gives Employee advance notice of the intended date of termination;
Good Reason Resignation. As used in this Agreement, Executive shall be deemed to have resigned his employment by Company for "Good Reason" if either:
(i) Executive, at any time, elects in good faith to discontinue his employment with Company because (A) his responsibilities, duties or authority have changed
Good Reason Resignation. Executive may resign for Good Reason by providing written notice to the Company that he intends to resign due to the occurrence of any of the following without his consent: (i) material breach by the Company of any of the terms and provisions of this Agreement resulting in material harm to Executive, if the Company does not remedy such breach within thirty (30) days after the Company receives written notice from Executive detailing the specific provision of this Agreement that it allegedly breached; (ii) demotion of Executive from the position of Senior Vice President, Finance and Administration and CFO, or the assignment to Executive of any duties or responsibilities materially inconsistent with such position; (iii) relocation of Executive’s place of work that would increase Executive’s one-way commuting distance by more than thirty-five (35) miles over his commute immediately prior thereto; (iv) reduction by the Company of Executive’s then-current annual Base Salary or annual performance bonus potential (except where such reductions are imposed uniformly on other senior executives of the Company); (v) material and substantial reduction in the aggregated employee benefits made available to Executive (except where such reduction is imposed uniformly on senior executives of the Company); or (vi) failure of a successor company to assume the obligations of this Agreement. Executive’s resignation shall be effective on the date specified in the notice given hereunder, which date shall not be earlier than the date such notice is given, nor more than thirty (30) days after the date such notice is given (unless such earlier resignation date is specified by the Company).
Good Reason Resignation. As used in this Agreement, Executive shall be deemed to have resigned his employment by Company for "Good Reason" if either:
(i) Executive, at any time, elects in good faith to discontinue his employment with Company because (A) his responsibilities, duties or authority have been changed materially from their level on the effective date of this Agreement, which change substantially reduces the rank or level, responsibility or scope of Executive's position with Company (or its successor in the case of a merger, consolidation, acquisition or transfer of substantially all of its business assets) below that which he has on the effective date of this Agreement as Company's President and Chief Operating Officer or (B) his salary (as adjusted from the effective date of this Agreement) has been decreased; or
(ii) Executive elects to discontinue his employment with the Company because the Company has changed the principal location for the performance of Executive's duties to a place that is more than 50 miles from Company's current headquarters in West Chester, PA. If Executive elects to end his employment by Company for a reason which Executive believes is a Good Reason as defined by this Section 4.1(d), he shall provide the Company with written notice of such resignation and shall state in that notice the specific matter or matters which he asserts constitute the Good Reason for his resignation.
