Termination by Employee for Employee Cause. “Employee Cause” will mean a termination of employment by Employee because of (i) a substantial and continuing diminution in the nature of Employee’s responsibilities or (ii) a material breach by Employer of any material provision of this Agreement. In addition to the notice required by Section 3.1(b)(ii), for Employee to terminate for Employee Cause, (x) Employer must be notified by Employee in writing within 30 calendar days after the date Employee becomes aware of the event that would allow Employee to terminate employment for Employee Cause, with such notice setting forth such event in reasonable detail (and the date such written notice is received is the “Notice Date”); (y) the event must remain uncorrected by Employer for 30 calendar days following the Notice Date (the “Notice Period”); and (z) such termination of employment by Employee must be effective within 30 calendar days after the expiration of the Notice Period.
Termination by Employee for Employee Cause. Employee Cause" shall mean a termination of employment by Employee because of (a) the assignment to the Employee of any significant duties materially inconsistent with Employee's status as an officer of Employer or a substantial diminution in the nature of Employee's responsibilities or Employee's status, (b) a material breach by Employer of any material provision of this Agreement, (c) any illegal activity or breach of governmental laws, rules or regulations by the Employer or the Employer's Board of Directors in conjunction with the Employer's Entities or (d) resignation by Employee during the period beginning three-months and ending nine-months following the liquidation or sale of more than seventy-five percent of the First Reserve ownership in Employer or its successor or affiliates under common control. In order for Employee to terminate for Employee Cause, (A) Employer must be notified by Employee in writing within ninety (90) days of the event constituting Employee Cause, (B) the event must remain uncorrected by Employer for thirty (30) days following such notice (the "Notice Period") and (C) such termination must occur within sixty (60) days after the expiration of the Notice Period. An across-the-board salary reduction, but not below the minimum in Article 2.1, similarly affecting Employee and all other executives of Employer shall not constitute a material breach of this Agreement by Employer.
Termination by Employee for Employee Cause. “Employee Cause” shall mean a termination of employment by Employee because of (a) the assignment to Employee of any significant duties materially inconsistent with Employee’s status as Chief Operating Officer of Employer or a substantial diminution in the nature of Employee’s responsibilities or Employee’s status, (b) a material breach by Employer of any material provision of this Agreement, (c) a demand by Employer that Employee relocate from the Atlanta, Georgia metropolitan area or (d) a salary reduction in any amount. In order for Employee to terminate for Employee Cause, (A) Employer must be notified by Employee in writing within ninety (90) days of the event constituting Employee Cause, (B) the event must remain uncorrected by Employer for thirty (30) days following such notice (the “Notice Period”) and (C) such termination must occur within sixty (60) days after the expiration of the Notice Period. Notwithstanding anything in this Agreement to the contrary, an across-the-board salary reduction similarly affecting Employee and all other executives of Employer shall not give rise to an Employee Cause.
