Common use of Termination by Employee for Good Reason Clause in Contracts

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employee’s place of employment as of the Effective Time, without Employee’s consent, (D) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee’s employment may be terminated by Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) if Employee resigns from his employment with the Company in accordance with the following sentence after the occurrence of any of the following events, without Employee’s consent: i. a material and sustained diminution in Employee’s duties under this Agreement by the Company of the responsibility, importance or a reduction scope of Employee’s titlefunctions, (duties or position with the Company from the position and attributes thereof described in Appendix 1; ii) a material . breach by the Company of this Agreement, (any material provision hereof; or iii) relocation . any reduction of Employee’s principal place of employment to a location that is more than fifty (50) miles from Salary. In order for Employee’s place of employment as resignation to constitute a resignation for “Good Reason,” Employee must first provide the Company with written notice of the Effective Time, without Employee’s consent, (D) a reduction in acts or omissions constituting the Base Salary, unless such reduction is part of an across the board reduction grounds for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute “Good Reason unless (A) Employee provides written notice to the Company of any such action Reason” within thirty (30) days of the date on which initial existence of such action first occurs grounds for “Good Reason” and provides the Company with a period of thirty (30) days following the date of such notice to remedy cure such action grounds (the “Cure Period”), (B) such grounds must not have been cured by the Company fails to remedy such action within expiration of the Cure Period, and (C) Employee resigns must resign within thirty (30) days of following the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee may terminate his her employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employee’s place of employment as of the Effective Time, without Employee’s consent, (D) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employee’s place of employment as of the Effective TimeDate, without Employee’s consent, (Div) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives executive officers of the Company, or (Ev) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period. If the Employment Period expires because the Expiration Date has been reached while Employee remains employed, neither that nor any subsequent resignation of Employee’s employment with the Company shall be considered a termination for Good Reason.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employeethe Company’s place of employment corporate headquarters or Waltham, Massachusetts office as of the Effective Time, without EmployeeExecutive’s consent, (Div) the Company’s failure to offer to promote Employee to the position of Chief Executive Officer, with an effective date on or before the Promotion Date, (v) termination of this Agreement under Section 1 by the Company serving a notice of nonextension or (vi) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employee’s place of employment as of the Effective TimeDate, without Employee’s consent, (Div) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives executive officers of the Company, or (Ev) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period. If the Employment ​ ​ Period expires because the Expiration Date has been reached while Employee remains employed, neither that nor any subsequent resignation of Employee’s employment with the Company shall be considered a termination for Good Reason.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this AgreementAgreement (including the failure (other than as a result of Employee’s death or Disability or Termination for Cause) to nominate and re-nominate Employee to the Board (and failure to make related recommendations to the Company’s stockholders) as contemplated by Section 2(c) hereof), (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employeethe Company’s place of employment corporate headquarters as of the Effective Time, without Employee’s consent, (Div) termination of this Agreement under Section 1 by the Company serving a notice of non-extension or (v) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employeethe Company’s place of employment corporate headquarters or Waltham, Massachusetts office as of the Effective Time, without EmployeeExecutive’s consent, (Div) termination of this Agreement under Section 1 by the Company serving a notice of nonextension or (v) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.

Termination by Employee for Good Reason. Employee may terminate his employment hereunder for Good Reason. “Good Reason” means (i) a material and sustained diminution in Employee’s duties under this Agreement or a reduction of Employee’s title, (ii) a material breach by the Company of this Agreement, (iii) relocation of Employee’s principal place of employment to a location that is more than fifty (50) miles from Employee’s place of employment as of the Effective TimeStart Date, without Employee’s consent, (D) a reduction in the Base Salary, unless such reduction is part of an across the board reduction for senior executives of the Company, or (E) a material reduction in the Employee’s target Annual Bonus; provided that any such action shall not constitute Good Reason unless (A) Employee provides written notice to the Company of any such action within thirty (30) days of the date on which such action first occurs and provides the Company with thirty (30) days to remedy such action (the “Cure Period”), (B) the Company fails to remedy such action within the Cure Period, and (C) Employee resigns within thirty (30) days of the expiration of the Cure Period.