Common use of The Termination by Executive for Good Reason Clause in Contracts

The Termination by Executive for Good Reason. Executive may terminate his employment for Good Reason in accordance with this Section 5(d). i. For the purposes of this Agreement, termination by Executive for “Good Reason” shall mean termination based on the Company’s material breach of a material provision of this Agreement (whether intentional, reckless, or negligent) and/or any material changes, by the Company, in Executive’s duties that are inconsistent with his title, responsibilities, reporting relationships and/or authority; provided, however, that no termination shall occur on that basis unless Executive provides the Company with advance written notice within ninety (90) days of the initial occurrence of the condition allegedly constituting Good Reason (which notice shall specify the acts or omissions that allegedly constitute Good Reason), and if the Company does not cure the breach within sixty (60) days of receipt of such notice, the Executive terminates his employment upon the expiration of such sixty day period. ii. In the event of a termination by Executive for Good Reason, the Company shall pay to Executive a lump sum payment equal to all earned but unpaid Base Salary under Section 3(a) of this Agreement, all earned but unpaid Annual Incentive Award payments under Section 3(b) of this Agreement, and all accrued but unpaid expenses and vacation due under Section 3(d) of this Agreement. Said lump sum payment shall be made within thirty (30) days following the date of Executive’s termination. In addition, the Company shall provide Executive with the additional benefits specified in Section 5(e) below.

The Termination by Executive for Good Reason. Executive may terminate his employment for Good Reason in accordance with this Section 5(d)) after providing advance written notice as specified in Section 5(d)(i) below. i. For the purposes of this Agreement, termination by Executive for “Good Reason” shall mean termination based on the Company’s material breach of a material provision of this Agreement (whether intentional, reckless, or negligent) and/or any material changes, by the Company, in Executive’s duties that are inconsistent with his title, responsibilities, reporting relationships and/or authorityremoval of Executive as a member of the Office of the President; provided, however, that no termination shall occur on that basis unless Executive provides the Company with advance written notice within ninety (90) days of the initial occurrence of the condition allegedly constituting Good Reason (which notice shall specify the acts or omissions that allegedly constitute Good Reason), and if the Company does not cure the breach within sixty (60) days of receipt of such notice, the Executive terminates his employment by providing written notice to the Company upon the expiration of such sixty day period. ii. In the event of a termination by Executive for Good Reason, the Company shall pay to Executive a lump sum payment equal to all earned but unpaid Base Salary under Section 3(a) of this Agreement, all earned but unpaid Annual Incentive MIP Award payments under Section 3(b) of this Agreement, and all accrued but unpaid expenses and vacation due under Section 3(d3(e) of this Agreement. Said lump sum payment shall be made within thirty (30) days following the date of Executive’s terminationtermination after providing the advance written notice specified in Section 5(d)(i) above. In addition, the Company shall provide Executive with the additional benefits specified in Section 5(e) below.

The Termination by Executive for Good Reason. Executive may terminate his her employment for Good Reason in accordance with this Section 5(d). i. For the purposes of this Agreement, termination by Executive for “Good Reason” shall mean termination based on the Company’s material breach of a material provision of this Agreement (whether intentional, reckless, or negligent) and/or any material changes, by the Company, in Executive’s duties that are inconsistent with his her title, responsibilities, reporting relationships and/or authority; provided, however, that no termination shall occur on that basis unless Executive provides the Company with advance written notice within ninety (90) days of the initial occurrence of the condition allegedly constituting Good Reason (which notice shall specify the acts or omissions that allegedly constitute Good Reason), and if the Company does not cure the breach within sixty (60) days of receipt of such notice, the Executive terminates his her employment upon the expiration of such sixty day period. ii. In the event of a termination by Executive for Good Reason, the Company shall pay to Executive a lump sum payment equal to all earned but unpaid Base Salary under Section 3(a) of this Agreement, all earned but unpaid Annual Incentive Award payments under Section 3(b) of this Agreement, and all accrued but unpaid expenses and vacation due under Section 3(d) of this Agreement. Said lump sum payment shall be made within thirty (30) days following the date of Executive’s termination. In addition, the Company shall provide Executive with the additional benefits specified in Section 5(e) below.

The Termination by Executive for Good Reason. Executive may terminate his employment for Good Reason in accordance with this Section 5(d). i. For the purposes of this Agreement, termination by Executive for “Good Reason” shall mean termination based on the Company’s material breach of a material provision of this Agreement (whether intentional, reckless, or negligent) ), a material diminution of Executive’s duties, and/or any material changes, by the Company, in Executive’s duties that are inconsistent with his title, responsibilities, reporting relationships and/or authorityremoval of Executive as a member of the Office of the President; provided, however, that no termination shall occur on that basis unless Executive provides the Company with advance written notice within ninety (90) days of the initial occurrence of the condition allegedly constituting Good Reason (which notice shall specify the acts or omissions that allegedly constitute Good Reason), and if the Company does not cure the breach within sixty (60) days of receipt of such notice, the Executive terminates his employment upon the expiration of such sixty day period. ii. In the event of a termination by Executive for Good Reason, the Company shall pay to Executive a lump sum payment equal to all earned but unpaid Base Salary under Section 3(a) of this Agreement, all earned but unpaid Annual Incentive Award payments under Section 3(b) of this Agreement, and all accrued but unpaid expenses and vacation due under Section 3(d) of this Agreement. Said lump sum payment shall be made within thirty (30) days following the date of Executive’s termination. In addition, the Company shall provide Executive with the additional benefits specified in Section 5(e) below.

The Termination by Executive for Good Reason. Executive may terminate his her employment for Good Reason in accordance with this Section 5(d). i. For the purposes of this Agreement, termination by Executive for “Good Reason” shall mean termination based on the Company’s material breach of a material provision of this Agreement (whether intentional, reckless, or negligent) and/or any material changes, by the Company, in Executive’s duties that are inconsistent with his title, responsibilities, reporting relationships and/or authorityremoval of Executive as a member of the Office of the President; provided, however, that no termination shall occur on that basis unless Executive provides the Company with advance written notice within ninety (90) days of the initial occurrence of the condition allegedly constituting Good Reason (which notice shall specify the acts or omissions that allegedly constitute Good Reason), and if the Company does not cure the breach within sixty (60) days of receipt of such notice, the Executive terminates his her employment upon the expiration of such sixty day period. ii. In the event of a termination by Executive for Good Reason, the Company shall pay to Executive a lump sum payment equal to all earned but unpaid Base Salary under Section 3(a) of this Agreement, all earned but unpaid Annual Incentive Award payments under Section 3(b) of this Agreement, and all accrued but unpaid expenses and vacation due under Section 3(d) of this Agreement. Said lump sum payment shall be made within thirty (30) days following the date of Executive’s termination. In addition, the Company shall provide Executive with the additional benefits specified in Section 5(e) below.