Common use of Voluntary Termination for Clause in Contracts

Voluntary Termination for. “Good Reason” means the Executive’s termination of employment hereunder on account of (i) the Company’s material breach of the terms of this Agreement or a direction from the Board that the Executive act or refrain from acting which in either case would be unlawful or contrary to a material and written Company policy, (ii) a material diminution in the Executive’s duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent or the Company preventing the Executive from fulfilling or exercising the Executive’s material duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent, (iii) a material reduction in the Executive’s Base Salary or Annual Bonus opportunity or (iv) a requirement that the Executive relocate the Executive’s employment more than fifty (50) miles from the location of the Company’s principal office in Austin, Texas as of the date of this Agreement, without the prior written consent of the Executive. The Executive’s resignation shall not be deemed a “Voluntary Termination for Good Reason” unless the Executive gives the Board written notice (delivered within thirty (30) days after the Executive receives notice of the event, action, etc. that the Executive asserts constitutes Good Reason), the event, action, etc. that the Executive asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice and the Executive resigns effective not later than thirty (30) days after the expiration of such cure period.

Voluntary Termination for. “Good Reason” means the Executive’s termination of his employment hereunder on account of (i) the Company’s material breach of the terms of this Agreement or a direction from the Board that the Executive act or refrain from acting which in either case would be unlawful or contrary to a material and written Company policy, (ii) a material diminution in the Executive’s duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent or the Company preventing the Executive from fulfilling or exercising the Executive’s his material duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent, (iii) a material reduction in the Executive’s Base Salary or Annual Bonus opportunity or (iv) a requirement that the Executive relocate the Executive’s his employment more than fifty (50) miles from the location of the CompanyExecutive’s principal office in Austin, Texas as of on the date of this Agreement, without the prior written consent of the Executive, other than a requirement that the Executive relocate his employment to Sioux Falls, South Dakota. The Executive’s resignation shall not be deemed a “Voluntary Termination for Good Reason” unless the Executive gives the Board written notice (delivered within thirty (30) days after the Executive receives notice knows of the event, action, etc. that the Executive asserts constitutes Good Reason), the event, action, etc. that the Executive asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice and the Executive resigns effective not later than thirty (30) days after the expiration of such cure period.

Voluntary Termination for. “Good Reason” means the Executive’s termination of his employment hereunder on account of (i) (x) the Company’s material breach of the terms of this Agreement or a direction from the Board that the Executive act or refrain from acting which in either case would be unlawful or contrary to a material and written Company policypolicy and (y) that in either case is described in a written notice from the Executive to the Board (delivered within sixty (60) days after the Executive knows of the Company’s alleged breach or receipt of a direction from the Board, as applicable) and (z) that is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice is received by the Board, (ii) a demotion of the Executive, a material diminution in the Executive’s duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent or the Company preventing the Executive from fulfilling or exercising the Executive’s material his duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent, (iii) a material reduction in the Executive’s Base Salary or Annual Bonus opportunity or (iv) a requirement that the Executive relocate the Executive’s his employment more than fifty thirty (5030) miles from the location of the CompanyExecutive’s principal office in Austin, Texas as of on the date of this Agreement, without the prior written consent of the Executive. The Executive’s resignation shall not be deemed a “Voluntary Termination for Good Reason” unless the Executive gives the Board written notice (delivered within thirty (30) days after the Executive receives notice of the event, action, etc. that the Executive asserts constitutes Good Reason), the event, action, etc. that the Executive asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice and the Executive resigns effective (i) not later than thirty (30) days after the expiration of such the cure periodperiod described in clause (i) of the preceding sentence or (ii) not later than sixty (60) days after the event or act described in clause (ii), (iii) or (iv) of the preceding sentence.

Voluntary Termination for. “Good Reason” means the Executive’s termination of his employment hereunder on account of (i) (x) the Company’s material breach of the terms of this Agreement or a direction from the Board that the Executive or a more senior officer to act or refrain from acting which in either case would be unlawful or contrary to a material and written Company policypolicy and (y) that in either case is described in a written notice from the Executive to the Board (delivered within sixty (60) days after the Executive knows of the Company’s alleged breach or receipt of a direction from the Board or more senior officer, as applicable) and (z) that is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice is received by the Board, (ii) a demotion of the Executive or a material diminution in the Executive’s duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent or the Company preventing the Executive from fulfilling or exercising the Executive’s material his duties, functions and responsibilities to the Company and its affiliates without the Executive’s prior written consent, (iii) a material reduction in the Executive’s Base Salary or Annual Bonus opportunity or (iv) a requirement that the Executive relocate the Executive’s his employment more than fifty thirty (5030) miles from the location of the CompanyExecutive’s principal office in Austin, Texas as of on the date of this Agreement, without the prior written consent of the Executive. The Executive’s resignation shall not be deemed a “Voluntary Termination for Good Reason” unless the Executive gives the Board written notice (delivered within thirty (30) days after the Executive receives notice of the event, action, etc. that the Executive asserts constitutes Good Reason), the event, action, etc. that the Executive asserts constitutes Good Reason is not cured, to the reasonable satisfaction of the Executive, within thirty (30) days after such notice and the Executive resigns effective (i) not later than thirty (30) days after the expiration of such the cure periodperiod described in clause (i) of the preceding sentence or (ii) not later than sixty (60) days after the event or act described in clause (ii), (iii) or (iv) of the preceding sentence.