Common use of Termination by the Employee with Good Reason Clause in Contracts

Termination by the Employee with Good Reason. Employee may terminate Employee’s employment with the Company for “Good Reason,” which, for purposes of this Agreement shall mean: (a) a material diminution in authority, duties, or responsibilities; (b) a material change in geographic location where services are provided (the Company has determined this is any requirement by the Company that Employee move his regular office to a location more than 50 miles from Employee’s Company office as of the Agreement Date); or (c) a material diminution in base salary. Good Reason shall not exist if (i) Employee expressly consents to such event in writing, (ii) Employee fails to object in writing to such event within sixty (60) days of its effective date, or (iii) Employee objects in writing to such event within sixty (60) days of its effective date but the Company cures such event within thirty (30) days after written notice from Employee. The written notice must describe the basis for Employee’s claim of Good Reason and identify what reasonable actions would be required to cure such Good Reason. Employee agrees to continue to perform the duties of Employee’s position and to otherwise cooperate with the Company throughout this entire notice period. If the Good Reason is not cured by the Company and Employee then terminates employment effective within thirty (30) days following the expiration of the Company’s cure period, Employee shall receive amounts already earned by but unpaid to Employee as of the effective date of termination and be paid or reimbursed for additional benefits in the same manner as set forth in Sections 4(a) through 4(j) above.

Appears in 5 contracts

Samples: Senior Management Severance and Change in Control Agreement (Mosaic Co), Senior Management Severance and Change in Control Agreement (Mosaic Co), Senior Management Severance and Change in Control Agreement (Mosaic Co)

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Termination by the Employee with Good Reason. Employee may terminate Employee’s employment with the Company for “Good Reason,” which, for purposes of this Agreement shall mean: (a) Employee receives a material diminution demotion in authority, status or duties, or responsibilities;; or (b) a material change in geographic location where services are provided (the Company has determined this is any requirement by the Company that Employee move his regular office to a location more than 50 miles from Employee’s Company office as of the Agreement Date); or (c) a material diminution in base salary. Good Reason shall not exist if (i) Employee expressly consents to such event in writing, (ii) Employee fails to object in writing to such event within sixty (60) days of its effective date, or (iii) Employee objects in writing to such event within sixty (60) days of its effective date but the Company cures such event within thirty (30) days after written notice from Employee. The written notice must describe the basis for Employee’s claim of Good Reason and identify what reasonable actions would be required to cure such Good Reason. Employee agrees to continue to perform the duties of Employee’s position and to otherwise cooperate with the Company throughout this entire notice period. If the Good Reason is not cured by the Company and Employee then terminates employment effective within thirty (30) days following the expiration of the Company’s cure period, Employee shall receive amounts already earned by but unpaid to Employee as of the effective date of termination and be paid or reimbursed for additional benefits in the same manner as set forth in Sections 4(a) through 4(j4(i) above.

Appears in 2 contracts

Samples: Senior Management Severance and Change in Control Agreement (Mosaic Co), Senior Management Severance and Change in Control Agreement (Mosaic Co)

Termination by the Employee with Good Reason. Employee may terminate Employee’s employment with the Company for “Good Reason,” which, for purposes of this Agreement shall mean: (a) Employee receives a material diminution demotion in authority, status or duties, or responsibilities;; or (b) a material change in geographic location where services are provided (the Company has determined this is any requirement by the Company that Employee move his regular office to a location more than 50 miles from Employee’s Company office as of the Agreement Date); or (c) a material diminution in base salary. Good Reason shall not exist if (i) Employee expressly consents to such event in writing, (ii) writing or Employee fails to object in writing to such event within sixty (60) days of its effective date, or (iii) Employee objects in writing to such event within sixty (60) days of its effective date but and the Company cures fails to cure such event within thirty (30) days after written notice from Employee. The written , such notice must to describe the basis for Employee’s claim of Good Reason and identify what reasonable actions would be required to cure such Good Reason. Employee agrees to continue to perform the duties of Employee’s position and to otherwise cooperate with the Company throughout this entire notice period. If the Good Reason is not cured by the Company and Employee then terminates employment effective within thirty (30) days following the expiration of the Company’s cure period, Employee shall receive amounts already earned by but unpaid to Employee as of the effective date of termination and be paid or reimbursed for additional benefits in the same manner as set forth in Sections 4(a) through 4(j4(i) above.

Appears in 2 contracts

Samples: Senior Management Severance and Change in Control Agreement (Mosaic Co), Senior Management Severance and Change in Control Agreement (Mosaic Co)

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Termination by the Employee with Good Reason. Employee may terminate Employee’s employment with the Company for “Good Reason,” which, for purposes of this Agreement shall mean: (a) a material diminution in Employee’s authority, duties, or responsibilities; (b) a material change in geographic location where services are provided (the Company has determined this is any requirement by the Company that Employee move his regular office to a location more than 50 miles from Employee’s Company office as of the Agreement Date); or; (c) a material diminution in either Employee’s base salarysalary or Target Bonus; or (d) a material diminution in Employee’s annual long-term incentive compensation opportunity (the “Annual LTI Opportunity”) from that established for (i) the calendar year immediately preceding the year in which Employee’s date of termination is effective or (ii) if higher, for the calendar year immediately preceding the year in which the Change in Control occurs. Good Reason shall not exist if (i) Employee expressly consents to such event in writing, (ii) Employee fails to object in writing to such event within sixty on or before the sixtieth (6060th) days of day following its effective datedate (or, in the case of a material diminution in Employee’s Annual LTI Opportunity pursuant to 5(d), within 60 days following the date written notice to Employee that Employee’s Annual LTI Opportunity will be reduced), or (iii) Employee objects in writing to such event within sixty the time period specified in subclause (60ii) days of its effective date but and the Company cures such event within thirty (30) days after written notice from Employee. The written notice must describe the basis for Employee’s claim of Good Reason and identify what reasonable actions would be required to cure such Good Reason. Employee agrees to continue to perform the duties of Employee’s position and to otherwise cooperate with the Company throughout this entire notice period. If the Good Reason is not cured by the Company and Employee then terminates employment effective within thirty (30) days following the expiration of the Company’s cure period, Employee shall receive amounts already earned by but unpaid to Employee as of the effective date of termination and be paid or reimbursed for additional benefits in the same manner as set forth in Sections 4(a) through 4(j) above.

Appears in 1 contract

Samples: Senior Management Severance and Change in Control Agreement (Mosaic Co)

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