Common use of Termination for Good Reason Procedure Clause in Contracts

Termination for Good Reason Procedure. In order to terminate his employment for Good Reason, the Executive must give the Company notice of termination within sixty (60) days of the occurrence of one of the events included in the definition of Good Reason, following which notice the Company will have a period of thirty (30) days to cure the circumstances constituting Good Reason. Unless the Company cures the circumstances constituting Good Reason within such thirty (30) day period, the Executive’s employment will be deemed to terminate on the thirtieth (30th) day following the date such notice is delivered to the Company. “Good Reason” shall mean the occurrence of any one or more of the following without the Executive’s express written consent: (i) the assignment of the Executive to duties materially inconsistent with the Executive’s authority, duties, responsibilities and status (including offices, titles and reporting requirements) as an officer of the Company or any other action that constitutes a material reduction in or alteration to the nature or status of the Executive’s authority, duties or responsibilities, in each case from those in effect at the date of the occurrence of the Change of Control; or (ii) a material reduction in the Executive’s Base Salary.