Common use of Termination Of Agreement By Executive for Good Reason/Termination of Agreement by Company Not For Cause Clause in Contracts

Termination Of Agreement By Executive for Good Reason/Termination of Agreement by Company Not For Cause. 1. Company may terminate Executive’s employment and this Agreement not for Cause (as “cause” is defined above), and Executive may terminate her employment and this Agreement for “good reason” as defined herein. “Good Reason” for purposes of this Agreement shall only mean the occurrence of any of the following events without Executive’s consent: (a) a material reduction in Executive’s duties or responsibilities; or (b) Company’s material change in the location of the Company office where Executive works (i.e., relocation to a location outside the Washington, DC metropolitan area except that relocation to the Company’s New York, New York office according to Section I(A) shall not constitute Good Reason), provided however, that Executive must provide the Company with written notice of the existence of the change constituting Good Reason within sixty (60) days of any such event having occurred, and allow the Company thirty (30) days to cure the same. If Company so cures the change, Executive shall not have a basis for terminating her employment for Good Reason with respect to such cured change. In addition, in the event a change occurs that triggers Executive’s right to terminate this Agreement for Good Reason, Executive must exercise her right in writing to terminate this Agreement for Good Reason within sixty (60) days of the effective date of the applicable change or upon the change becoming known to her or such right shall be deemed waived.

Termination Of Agreement By Executive for Good Reason/Termination of Agreement by Company Not For Cause. 1. Company may terminate Executive’s employment and this Agreement not for Cause (as “causeCause” is defined above), and Executive may terminate her his employment and this Agreement for “good reasonGood Reason” as defined herein. “Good Reason” for purposes of this Agreement shall only mean the occurrence of any of the following events without Executive’s consent: (a) a material reduction in Executive’s duties or responsibilitiesresponsibilities ; or (b) Company’s material change in the location of the Company office where Executive works (i.e., relocation to a location outside the Washington, DC metropolitan area except that relocation area), or (c) a material breach by the Company of this Agreement including the change of EXECUTION COPY Executive’s reporting relationship to a level lower than the CEO of Company’s New York, New York office according to Section I(A) shall not constitute Good Reason), provided however, that Executive must provide the Company with written notice of the existence of the change constituting Good Reason within sixty (60) days of any such event having occurredoccurred or Executive learning of the event, whichever is later ,and allow the Company thirty (30) days to cure the same. If Company so cures the change, Executive shall not have a basis for terminating her his employment for Good Reason with respect to such cured change. In addition, in the event a change occurs that triggers Executive’s right to terminate this Agreement for Good Reason, Executive must exercise her right terminate his employment in writing within five (5) days following the expiration of Company’s cure period for the termination to terminate this Agreement for be on account of Good Reason within sixty (60) days of the effective date of the applicable change or upon the change becoming known to her or such right shall be deemed waived.

Termination Of Agreement By Executive for Good Reason/Termination of Agreement by Company Not For Cause. 1. Company may terminate Executive’s employment and this Agreement not for Cause (as “cause” is defined above), and Executive may terminate her his employment and this Agreement for “good reason” as defined herein. “Good Reason” for purposes of this Agreement shall only mean the occurrence of any of the following events without Executive’s consent: (a) a material reduction in Executive’s duties or responsibilities; or (b) Company’s material change in the location of the Company office where Executive works (i.e., relocation to a location outside the Washington, DC metropolitan area except that relocation to the Company’s New York, New York office according to Section I(A) shall not constitute Good Reasonarea), provided however, that Executive must provide the Company with written notice of the existence of the change constituting Good Reason within sixty (60) days of any such event having occurred, and allow the Company thirty (30) days to cure the same. If Company so cures the change, Executive shall not have a basis for terminating his/her employment for Good Reason with respect to such cured change. In addition, in the event a change occurs that triggers Executive’s right to terminate this Agreement for Good Reason, Executive must exercise her his right in writing to terminate this Agreement for Good Reason within sixty ninety (6090) days of the effective date of the applicable change or upon the change becoming known to her him or such right shall be deemed waived.

Termination Of Agreement By Executive for Good Reason/Termination of Agreement by Company Not For Cause. 1. Company may terminate Executive’s employment and this Agreement not for Cause (as “causeCause” is defined above), and Executive may terminate her his employment and this Agreement for “good reason” as defined herein. “Good Reason” for purposes of this Agreement shall only mean the occurrence of any of the following events without Executive’s consent: (a) a material reduction in Executive’s duties or responsibilities; or (b) Company’s material change in the location of the Company office where Executive works (i.e.e.g., relocation to a location outside the Washington, Washington DC metropolitan area except that relocation area), (c) the change of Executive’s reporting relationship to a level below the level of the Company’s New YorkCEO, New York office according or (d) a material breach of this Agreement through the Company’s failure to comply with Section I(A) shall not constitute Good ReasonIII(D), ; provided however, that Executive must provide the Company with written notice of the existence of the change constituting Good Reason within sixty (60) days of any such event having occurred, and allow the Company thirty (30) days to cure the same. If Company so cures the change, Executive shall not have a basis for terminating his/her employment for Good Reason with respect to such cured change. In addition, in the event a change occurs that triggers Executive’s right to terminate this Agreement for Good Reason, Executive must exercise her his right in writing to terminate this Agreement for Good Reason within sixty (60) days of the effective date of the applicable change or upon the change becoming known to her him or such right shall be deemed waived.