Common use of Termination at Executive’s Election; Good Reason Termination Clause in Contracts

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the CFO of the Company; (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from Phoenix, Arizona; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the CFO of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith. Good Reason shall not exist hereunder unless the Executive provides notice in writing to the Company of the existence of a condition described above within a period not to exceed 90 days of the initial existence of the condition, upon the notice of which the Company does not remedy the condition within thirty (30) days of receipt of such notice.

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary pay in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the CFO CEO of the Company; or (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from Phoenix, Arizona; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the CFO CEO of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith. Good Reason shall not exist hereunder unless the Executive provides notice in writing to faith and which is remedied by the Company promptly after receipt of the existence of a condition described above notice thereof given by Executive; provided that Executive shall act within a period not to exceed 90 30 days of any such diminution in the initial existence scope of the conditionhis duties, upon the notice of which the Company does not remedy the condition within thirty (30) days of receipt of such noticeresponsibilities, authority or position.

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary pay in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the CFO CEO of the Company; or (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from Phoenix, Arizona; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the CFO CEO of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faithfaith and which is remedied by the Company promptly after receipt of notice thereof given by Executive; provided that Executive shall act within 30 days of any such diminution in the scope of his duties, responsibilities, authority or position. Notwithstanding the above, “Good Reason Reason” shall not exist hereunder unless for any such failure to appoint or reappoint, renewal, assignment or other action taken in the Executive provides notice in writing context of either party giving (or preparing to the Company of the existence of a condition described above within a period not to exceed 90 days of the initial existence of the condition, upon the give) notice of which the Company does not remedy the condition within thirty (30) days non-renewal in accordance with Section 5 of receipt of such noticethis Agreement.

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary pay in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the COO/CFO of the Company; or (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from Phoenix, Arizona; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the COO/CFO of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith. Good Reason shall not exist hereunder unless the Executive provides notice in writing to faith and which is remedied by the Company promptly after receipt of the existence of a condition described above notice thereof given by Executive; provided that Executive shall act within a period not to exceed 90 30 days of any such diminution in the initial existence scope of the conditionhis duties, upon the notice of which the Company does not remedy the condition within thirty (30) days of receipt of such noticeresponsibilities, authority or position.

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the CFO CEO of the Company; (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from Phoenix, Arizona; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the CFO CEO of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith. Good Reason shall not exist hereunder unless the Executive provides notice in writing to the Company of the existence of a condition described above within a period not to exceed 90 days of the initial existence of the condition, upon the notice of which the Company does not remedy the condition within thirty (30) days of receipt of such notice.

Termination at Executive’s Election; Good Reason Termination. Notwithstanding anything contained elsewhere in this Agreement to the contrary, Executive may terminate his employment hereunder at any time and for any reason, upon ninety (90) days’ prior written notice given pursuant to Section 12 of this Agreement (“Voluntary Resignation”), provided that upon notice of resignation, the Company may terminate Executive’s employment immediately and pay Executive ninety (90) days’ Base Salary in lieu of notice. Furthermore, the Executive may terminate this Agreement for “Good Reason,” which shall be deemed to exist: (i) if the Company’s Board of Directors or that of any successor entity of Company, fails to appoint or reappoint the Executive or removes the Executive as the CFO President of the Company; (ii) a material change in the geographic location of Executive’s principal place of employment to a location more than 75 miles from PhoenixWilliamsport, ArizonaPennsylvania; (iii) a material breach by the Company of this Agreement; or (iv) if Executive is assigned any duties materially inconsistent with the duties or responsibilities of the CFO President of the Company as contemplated by this Agreement or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith. Good Reason shall not exist hereunder unless the Executive provides notice in writing to the Company of the existence of a condition described above within a period not to exceed 90 days of the initial existence of the condition, upon the notice of which the Company does not remedy the condition within thirty (30) days of receipt of such notice.