Change in Duties definition
Change in Duties means:
(i) The occurrence, prior to a Change of Control or after the expiration of a Change of Control Period, of any one or more of the following:
(1) a material reduction in the nature or scope of Executive’s authorities or duties from those previously applicable to him;
(2) a reduction in Executive’s Annual Base Salary;
(3) a material diminution in employee benefits (including, but not limited to, medical, dental, life insurance and long-term disability plans) and perquisites applicable to Executive from those substantially similar to the employee benefits and perquisites provided by WRI to executives with comparable duties; or
(4) a change in the location of Executive’s principal place of employment by the Company (including its subsidiaries and the Parent) by more than 60 miles from the location where he was principally employed; provided, however, that such change in the location of Executive’s principal place of employment shall not constitute a Change In Duties if the decision to relocate was mutually acceptable to Executive and the Company prior to such change in location.
(ii) The occurrence, within a Change of Control Period, of any one or more of the following:
(1) a material reduction in the nature or scope of Executive’s authorities or duties from those applicable to him immediately prior to the date on which a Change of Control occurs;
(2) a reduction in Executive’s Annual Base Salary from that provided to him immediately prior to the date on which a Change of Control occurs;
(3) a diminution in Executive’s eligibility to participate in bonus, stock option, incentive award and other compensation plans that provide opportunities to receive compensation which are the greater of (A) the opportunities provided by the Company (including its subsidiaries and the Parent) for executives with comparable duties or (B) the opportunities under any such plans under which he was participating immediately prior to the date on which a Change of Control occurs;
(4) a material diminution in employee benefits (including, but not limited to, medical, dental, life insurance and long-term disability plans) and perquisites applicable to Executive from the greater of (A) the employee benefits and perquisites provided by the Company (including its subsidiaries and the Parent) to executives with comparable duties or (B) the employee benefits and perquisites to which Executive was entitled immediately prior to the date on which a Change of Control occurs; or
(5) a cha...
Change in Duties means:
14.4.1. A significant reduction in the nature or scope of the Employee's authority or duties from those immediately prior to the date on which a Change of Control occurs;
14.4.2. A material reduction in the Employee's Base Annual Salary;
14.4.3. Exclusion from any incentive program from which the Employee was previously eligible, or which other executives with comparable duties participate in;
14.4.4. A change in location of the Employee's principal place of employment by more than fifty (50) miles;
Change in Duties means any one or more of the following:
i) a significant change in the nature or scope of the Employee's authorities or duties from those applicable to her/him immediately prior to the date on which a Change of Control occurs;
ii) a reduction in the Employee's Annual Salary from that provided to her/him immediately prior to the date on which a Change of Control occurs;
iii) a diminution in the Employee's eligibility to participate in bonus, incentive award and other compensation plans which provide opportunities to receive compensation, from the greater of: the opportunities provided by the Company (including its subsidiaries) for executives with comparable duties; or the opportunities under any such plans under which she/he was participating immediately prior to the date on which a Change of Control occurs;
iv) a diminution in employee benefits (including but not limited to medical, dental, life insurance and long-term disability plans) and perquisites applicable to the Employee, from the greater of: the employee benefits and perquisites provided by the Company (including its subsidiaries), to executives with comparable duties; or the employee benefits and perquisites to which the Employee was entitled immediately prior to the date on which a Change of Control occurs;
v) a change in the location of the Employee's principal place of employment by the Company (including its subsidiaries) by more than fifty miles from the location where she/he was principally employed immediately prior to the date on which a Change of Control occurs; or
vi) a reasonable determination by the Employee that, as a result of a Change of Control and a change in circumstances thereafter significantly affecting her/his position, she/he is unable to exercise the authorities, powers, functions or duties attached to her/ his position immediately prior to the date on which a Change of Control occurs.
Examples of Change in Duties in a sentence
If during a Change in Control Period there occurs a Change in Duties or Compensation you may terminate your employment with the Company at any time within 30 days after the occurrence of the Change in Duties or Compensation, by giving to the Company not less than 120 nor more than 180 days notice of termination.
The Executive may terminate his employment for any reason prior to the end of the Employment Period by giving the Company 30 days’ advance written notice; provided that, in the case of a termination due to a Change in Duties, Compensation or Benefits, Executive’s notice shall state the reasons for which such assertion is made.
In addition, Trinity, or its successor, shall have thirty (30) days to cure the condition specified in such notice of Detrimental Change in Duties.
Detrimental Change in Duties is defined as (A) without ▇▇▇▇▇’ written consent, a significant and material reduction in duties, titles, working conditions or responsibilities solely caused by a Change of Control; (B) changes in reporting relationship such that ▇▇▇▇▇ is no longer directly reporting to the CEO; or (C) a material breach of this Agreement by Trinity, or its successor, as applicable.
Detrimental Change in Duties is defined as (A) without ▇▇▇▇▇’▇ written consent, a significant and material reduction in duties, titles, working conditions or responsibilities solely caused by a Change of Control; (B) changes in reporting relationship such that ▇▇▇▇▇ is no longer directly reporting to the Board or the board of directors of the successor of Trinity; or (C) a material breach of this Agreement by Trinity, or its successor, as applicable.
More Definitions of Change in Duties
Change in Duties means the occurrence, within three years after the date upon which a Change in Control occurs, of any one or more of the following:
(i) A significant reduction in the duties or responsibilities of Executive from those applicable to him/her immediately prior to the date on which a Change of Control occurs;
(ii) A reduction in Executive's total remuneration (including salary, bonus, qualified retirement benefits, nonqualified retirement benefits, welfare benefits and any other employee benefits) from that provided to him/her immediately prior to the date on which a Change of Control occurs;
(iii) A change in the location of Executive's principal place of employment by the Company by more than 35 miles from the location where he was principally employed immediately prior to the date on which a Change of Control occurs; or
(iv) A failure by the Company to provide directors and officers liability insurance covering Executive comparable to that provided to him/her immediately prior to the date on which a Change of Control occurs.
Change in Duties means any one or more of the following:
(i) a significant adverse change in the status, title, position(s), responsibilities, or scope of the Executive’s authorities or duties from those applicable to him immediately prior to the date on which a Change of Control occurs;
(ii) assignment to the Executive of any duties or responsibilities which are inconsistent with the Executive’s status, title, or position(s) as in effect immediately prior to the date on which a Change of Control occurs;
(iii) a material reduction in the Executive’s total compensation from that provided to him immediately prior to the date on which a Change of Control occurs:
(iv) a diminution in the Executive’s eligibility to participate in bonus, incentive award, and other compensation plans which provide opportunities to receive compensation from the opportunities under any such plans in which the Executive was participating immediately prior to the date on which a Change of Control occurs;
(v) a change in the location of the Executive’s principal place of employment by the Bank or its subsidiaries and affiliates by more than 30 miles from the location where he was principally employed immediately prior to the date on which a Change of Control occurs; or
(vi) a reasonable determination by the Board of Directors of the Bank that, as a result of a Change of Control and change in circumstances thereafter significantly affecting the Executive’s position, the Executive is unable to exercise the authorities, powers, functions or duties attached to his position immediately prior to the date on which a Change of Control occurs.
Change in Duties means any one or more of the following:
Change in Duties means the occurrence, on or within 18 months after the date upon which a Change of Control occurs, of any one or more of the following:
Change in Duties means the occurrence of any one or more of the following:
(i) A significant change in the nature or scope of Executive’s authorities or duties from those applicable to him immediately prior to the date on which a Change of Control occurs;
(ii) A reduction in Executive’s base salary from that provided to him immediately prior to the date on which a Change of Control occurs;
(iii) A diminution in Executive’s eligibility to participate in bonus, stock option, incentive award and other compensation plans which provide opportunities to receive compensation which are the greater of (A) the opportunities provided by the Company (including its subsidiaries) for employees with comparable duties or (B) the opportunities under any such plans under which he was participating immediately prior to the date on which a Change of Control occurs;
(iv) A diminution in employee benefits (including but not limited to medical, dental, life insurance and long-term disability plans) and perquisites applicable to Executive from the greater of (A) the employee benefits and perquisites provided by the Company (including its subsidiaries) to employees with comparable duties or (B) the employee benefits and perquisites to which he was entitled immediately prior to the date on which a Change of Control occurs; or
(v) A change in the location of Executive’s principal place of employment by the Company (including its subsidiaries) by more than 50 miles from the location where he was principally employed immediately prior to the date on which a Change of Control occurs.
Change in Duties means the occurrence, within two years after the date upon which a Change of Control occurs, of any one or more of the following:
(i) A significant reduction in the duties of Executive from those applicable to him immediately prior to the date on which a Change of Control occurs;
(ii) A reduction in Executive's annual salary or target opportunity under any applicable bonus or incentive compensation plan from that provided to him immediately prior to the date on which a Change of Control occurs;
(iii) Receipt of employee benefits (including but not limited to medical, dental, life insurance, accidental, death, and dismemberment, and long-term disability plans) and perquisites by Executive that are materially inconsistent with the employee benefits and perquisites provided by the Company to executives with comparable duties; or
(iv) A change in the location of Executive's principal place of employment by the Company by more than 50 miles from the location where he was principally employed immediately prior to the date on which a Change of Control occurs.
Change in Duties means:
(i) The occurrence, within two years after the date upon which a Change of Control occurs, of any one or more of the following:
(1) A significant change in the nature or scope of Executive's authorities or duties from those applicable to him immediately prior to the date on which a Change of Control occurs;
(2) A reduction in Executive's base salary from that provided to him immediately prior to the date on which a Change of Control occurs;
(3) A diminution in Executive's eligibility to participate in bonus, stock option, incentive award and other compensation plans which provide opportunities to receive compensation which are the greater of (A) the opportunities provided by the Company (including its subsidiaries) for executives with comparable duties or (B) the opportunities under any such plans under which he was participating immediately prior to the date on which a Change of Control occurs;