No Good Reason. Executive may terminate this Agreement for any reason upon providing thirty (30) days written notice to the Company. If Executive terminates this Agreement pursuant to this provision, the Company will pay Executive the Accrued Compensation.
No Good Reason. Executive hereby acknowledges and agrees that nothing contained in this Agreement shall, or shall be construed so as to, constitute Good Reason (as defined in the Employment Agreement) for purposes of the Employment Agreement or any other agreement between Executive and the Company.
No Good Reason. You acknowledge and agree that you shall not have Good Reason to terminate your employment as a result of (i) the consummation of the Merger or the other transactions contemplated by the Merger Agreement, and/or (ii) the change in your position, duties and responsibilities and reporting relationships as set forth above arising from the foregoing.
No Good Reason. The Executive acknowledges and agrees that neither the execution nor implementation of this First Amendment shall give rise to any claim for “Good Reason” by the Executive under the Agreement.
No Good Reason. Executive agrees and acknowledges that, notwithstanding any provision of the Seller Bank Employment Agreement or the Salary Continuation Agreement to the contrary, the modification of the Seller Bank Employment Agreement and the Salary Continuation Agreement in accordance with the terms of this Agreement shall not constitute “Good Reason” under the Seller Bank Employment Agreement. Executive further agrees and acknowledges that the compensation, benefits, and perquisites that Executive shall receive from Buyer under the modified Seller Bank Employment Agreement are substantially the same, in the aggregate, to the compensation, benefits and perquisites which Executive received under the Seller Bank Employment Agreement prior to modification by this Agreement.
No Good Reason. Executive further acknowledges and agrees that neither the execution of this Acknowledgement nor the Base Salary Reduction nor any subsequent incremental or full increase to Executive’s New Base Salary (even if any such increase does not raise Executive’s annualized base salary back to the Current Base Salary) will constitute “Good Reason” or any similar term under the Employment Agreement or any other agreement or contract between Executive and the Company or any of its affiliates, and that the Salary Reduction shall not trigger any “constructive termination” rights that Executive may currently have, if at all, in any of Executive’s compensation arrangements with the Company, including any employment agreement, offer letter and/or equity award agreement.
No Good Reason. Executive acknowledges and agrees that Executive’s termination of employment, including her transition from President and Chief Executive Officer to strategic consultant and, if applicable, from President and Chief Executive Officer to a non-executive employment position from the CEO Transition Date to the Employment Separation Date, does not constitute “Good Reason” as defined in the Company’s Executive Severance Pay Plan or any other agreement or policy governing Executive’s employment relationship with the Company. Notwithstanding the foregoing, in the event of a Change in Control (as defined in the Company’s Executive Severance Pay Plan) that occurs prior to the Employment Separation Date, Executive shall remain eligible for the severance compensation and benefits as set forth in the Company’s Executive Severance Pay Plan as a “Tier I” executive.
No Good Reason. Executive acknowledges and agrees that the modification to his Salary as described in Section 1 of this Amendment will not constitute a basis for Executive to terminate the Employment Agreement for Good Reason, as defined in Section 6.3(b)(iii) of the Employment Agreement. For the avoidance of doubt, by agreeing to this Amendment, the Executive is waiving his right to assert Good Reason, or any other breach of contract claim or claim of constructive dismissal based on the above salary reduction, or based on any related matter.
No Good Reason. Executive may terminate this Agreement without Good Reason as defined herein.
No Good Reason. The Company and the Executive agree that neither the Executive’s assumption of the office of Chief Executive Officer nor any of the amendments to or deletions from the Employment Agreement provided for in this Amendment shall be grounds for the Executive to terminate his employment with Good Reason pursuant to Section 4.3 of the Employment Agreement.
