Good Reason Waiver. By signing below, Employee acknowledges that Employee’s change in employment terms in connection with the Merger, and as specified in this Amendment, do not constitute Good Reason and do not entitle Employee to severance benefits solely with respect to such changes.
Good Reason Waiver. The Executive expressly acknowledges and agrees that the change in the Executive’s title shall not constitute “Good Reason” for purposes of the Employment Agreement or any other agreement between the Executive and the Company or any of its affiliates. Except as expressly set forth in this Amendment, the Employment Agreement will continue in full force and effect in accordance with its terms. The Executive acknowledges and agrees that the Employment Agreement, as amended by this Amendment, constitutes the entire agreement between the Executive and the Company with respect to the terms and conditions of her employment and supersedes all other agreements and understandings, whether written or oral.
Good Reason Waiver. The Executive acknowledges and agrees that the Executive’s appointment as the Chief Executive Officer and resignation as the President of the Company shall not constitute Good Reason (as defined in the Retention Agreement) or a similar term of like meaning for purposes of any employee benefit plans, programs, agreements, or arrangements of the Company.
Good Reason Waiver. You hereby acknowledge and agree that the reduction in your 2012 Base Salary from $750,000 to $575,000 shall not serve as a basis for you to terminate your employment for Good Reason.
Good Reason Waiver. Executive acknowledges and agrees that, in consideration of the payments and benefits to be made or provided to Executive hereunder, Executive is waiving any rights (if any) that Executive may otherwise have to resign for Good Reason (as defined in the Severance Letter or any other plan or agreement applicable to Executive) following the Effective Date as a result of, or in connection with, any diminution of Executive’s duties and responsibilities during the Transition Period so long as Executive continues to directly report to the current Chief Executive Officer of the Company (Xxxx Xxxxxx) (the “CEO”) through the date on which the CEO’s employment with the Company terminates (it being acknowledged and agreed that any changes to the person or persons to whom Executive reports after the date on which the CEO’s employment with the Company terminates shall not constitute Good Reason).
Good Reason Waiver. The Executive and the Company agree that the changes to the Executive’s position and duties set forth in this Amendment do not constitute grounds for the Executive to terminate his employment for Good Reason under Section 5(c)(ii) of the Employment Agreement, as in effect immediately prior to this Amendment, or Section 5(c)(iv) of the Employment Agreement.
Good Reason Waiver. Executive hereby consents to, and shall not have Good Reason as a result of, Executive’s replacement as the Chairman of the Board, Executive’s retirement as Chief Executive Officer of the Parent and any other resignations made pursuant to Section 2 of this Letter Agreement.
Good Reason Waiver. By signing below, you acknowledge that the changes in employment terms as specified herein, do not constitute Good Reason under the Employment Agreement and do not entitle you to severance payments or benefits solely with respect to such changes.
Good Reason Waiver. Executive hereby agrees that his appointment as the President and Head of Integration of Markit effective as of the Effective Time, will not, in and of itself, constitute a material diminution of Executive’s authority, duties, responsibilities, or title and accordingly, will not constitute Good Reason for Executive to terminate his employment; provided, however, that such agreement will not constitute a waiver of Executive’s right to terminate his employment for Good Reason following the Effective Time should any other event, act or omission occur that would otherwise constitute Good Reason.
Good Reason Waiver. The Executive hereby agrees that nothing provided for in this Amendment, including the Executive ceasing to serve as Chief Executive Officer of Lazard and Lazard Group on the Transition Date and the adjustment to base salary in Section 2 of this Amendment, shall constitute “Good Reason” for purposes of the Agreement. In addition, the parties hereby agree that clause (iv) of the definition of “Good Reason” shall be deleted and replaced with the following:
