Common use of Termination By Executive For Good Reason Following a Change in Control Clause in Contracts

Termination By Executive For Good Reason Following a Change in Control. (i) If, during the remainder of the then-effective Term following a Change in Control, Executive terminates his employment for Good Reason then such termination shall be treated as a termination of Executive’s employment by the Company without Cause under Section 4(d) of this Agreement. For purposes of this Agreement, “Good Reason” shall mean (A) the assignment to Executive of any duties materially and adversely inconsistent with his position as set forth in Section l(a) of this Agreement including, but not limited to status, office or responsibilities as contemplated under Section 1 herein, (B) a change in the Executive’s reporting relationship such that he no longer reports directly to the Board, (C) a material breach by the Company of any provision of this Agreement after receipt of written notice thereof from the Executive and failure by the Company to cure the breach within thirty (30) days thereafter, or (D) the relocation of the Executive’s office as assigned to him by the Company to a location more than 50 miles from the Executive’s office prior to the date of such relocation, except for travel reasonably required in the performance of Executive’s Responsibilities.

Termination By Executive For Good Reason Following a Change in Control. (i) If, during the remainder of the then-effective Term following a Change in Control, Executive terminates his employment for Good Reason then such termination shall be treated as a termination of Executive’s employment by the Company without Cause under Section 4(d) of this Agreement. For purposes of this Agreement, “Good Reason” shall mean (A) the assignment to Executive of any duties materially and adversely inconsistent with his position as set forth in Section l(a) of this Agreement including, but not limited to status, office or responsibilities as contemplated under Section 1 herein, (B) a change in the Executive’s reporting relationship such that he no longer reports directly to the BoardCEO, (C) a material breach by the Company of any provision of this Agreement after receipt of written notice thereof from the Executive and failure by the Company to cure the breach within thirty (30) days thereafter, or (D) the relocation of the Executive’s office as assigned to him by the Company to a location more than 50 miles from the Executive’s office prior to the date of such relocation, except for travel reasonably required in the performance of Executive’s Responsibilities.

Termination By Executive For Good Reason Following a Change in Control. (i) If, during the remainder of the then-effective Term following a Change in Control, Executive terminates his employment for Good Reason then such termination shall be treated as a termination of Executive’s employment by the Company without Cause under Section 4(d) of this Agreement. For purposes of this Agreement, “Good Reason” shall mean (A) the assignment to Executive of any duties materially and adversely inconsistent with his position as set forth in Section l(a) of this Agreement including, but not limited to status, office or responsibilities as contemplated under Section 1 herein, (B) a change in the Executive’s reporting relationship such that he no longer reports directly to the BoardCEO, (C) a material breach by the Company of any provision of this Agreement after receipt of written notice thereof from the Executive and failure by the Company to cure the breach within thirty (30) days thereafterExecutive, or (D) the relocation of the Executive’s office as assigned to him by the Company to a location more than 50 miles from the Executive’s office prior to the date of such relocation, except for travel reasonably required in the performance of Executive’s Responsibilities. The Executive must notify the Company of the existence of a condition constituting Good Reason within ninety (90) days of occurrence of the condition and the Company shall have thirty (30) days thereafter during to cure such event.