Change of Control Good Reason definition

Change of Control Good Reason means any of the following:

Change of Control Good Reason means a good faith determination by Employee that one or more of the following events has occurred, without Employee’s express written consent, after a Change of Control: 1. A change in Employee’s reporting responsibilities, titles or position as in effect immediately prior to the Change of Control, or any removal of Employee from, or any failure to re-elect Employee to, any of such positions, which has the effect of materially diminishing Employee’s responsibility or authority; 2. A material reduction by the Corporation in Employee’s total compensation as in effect immediately prior to the Change of Control or as the same may be increased from time to time; 3. The Corporation requiring Employee to be based anywhere other than within fifty (50) miles of Employee’s job location at the time of the Change of Control; 4. Without replacement by a plan, program, or arrangement providing benefits to Employee of the Corporation and its subsidiaries equal to or greater than those discontinued or adversely affected, the failure by the Corporation to continue in effect, within its maximum stated term, any pension, bonus, incentive, stock ownership, purchase, option, life insurance, health, accident, disability, or any other employee compensation or benefit plan, program or arrangement, in which Employee is participating immediately prior to a Change of Control or the taking of any action by the Corporation that would adversely affect Employee’s participation or materially reduce Employee’s benefits under any of such plans, programs or arrangements; 5. The taking of any action by the Corporation that would materially and adversely affect the workplace environment existing at the time of the Change of Control in or under which Employee performs his employment duties; or 6. The taking of any action by the Corporation that would materially change the Corporation’s business strategies or practices existing at the time of the Change of Control including, but not limited to, changes in the types and brands of products offered, advertising and promotion programs, employment policies, and the segment to which the Corporation markets its products.

Change of Control Good Reason means, without your express written consent, any of the following events occurring after a Change of Control:

Examples of Change of Control Good Reason in a sentence

• In addition, in the case of a termination of employment within 18 months following a Change of Control, Good Reason shall also include the relocation of the Executive’s office location to a location more than 50 miles away from the Executive’s then current principal place of employment.

• In the event of a Change of Control, Good Reason shall also include any deviation from comparable employment, subject to the notice and cure provisions in the first sentence of this Section 3(e).

• Notwithstanding the foregoing, the definitions of Cause, Change of Control, Good Reason, Disability and Mutual Retirement shall be as set out in the Employment Agreement.

• Employee agrees that, except as otherwise provided herein, such payments shall be in full satisfaction of the Company’s obligations under Sections 4.2 and 4.3 of the Change of Control Plan and that Executive shall not be entitled to any further payment upon any subsequent Change of Control, Good Reason or Termination of Employment event.

• A Participant shall be entitled to a Change of Control Severance Payment and to the benefits described in Section 4.5(a) if his or her employment by an Employer is terminated, during the time frame and subject to the Release requirement set forth in Section 4.1, by the Employee for Change of Control Good Reason or by the Employer for other than Change of Control Just Cause, death or total and permanent disability.

More Definitions of Change of Control Good Reason

Change of Control Good Reason means any of the following: was traded if it was not traded on the date of a determination).

Change of Control Good Reason means any one or more of the following:

Change of Control Good Reason means any of the following conditions or events which condition(s) or event(s) remain in effect 30 days after written notice is provided by Executive to Company detailing such condition or event:

Change of Control Good Reason as defined in Section 6.2. Such termination shall be accomplished by Employee giving ninety (90) days’ written notice to the Corporation of Employee’s decision to terminate.

Change of Control Good Reason means (i) any action by the Company that results in a material diminution in your position, authority or duties from those existing immediately prior to the occurrence of the Change in Control; (ii) material failure of the Company to provide you compensation and benefits in accordance with the terms of Paragraph 2, above, other than a single inadvertent failure that is cured within ten business days after notice from you specifying in reasonable detail the nature of the failure or (iii) any action by the Company that would require you to have your principal place of work changed to any location outside a thirty-five mile radius of the City of Boston.

Change of Control Good Reason means that any one or more of the following have occurred without the express written consent of the Participant, provided that (i) the Participant provides Mattel with written notice of the Change of Control Good Reason event in accordance with Section 15 of the Plan within ninety (90) days of the initial existence of such event and (ii) such event is not remedied by Mattel within thirty (30) days following the delivery of written notice of such Change of Control Good Reason event: (a) any material diminution in any of the Participant’s duties, authority or responsibilities; (b) the Company’s material reduction of the Participant’s base salary and target bonus opportunity, as in effect on the Eligibility Date or as the same may be increased from time to time; (c) any other action or inaction that constitutes a breach by Mattel of Participant’s Letter Agreement or Section 12(a) of the Plan; (d) any failure by Mattel to obtain the assumption and agreement to perform this Plan by a successor as contemplated by Section 13 of the Plan, except where such assumption and agreement occurs by operation of law; or (e) any relocation of Participant’s principal office by more than 50 miles from its current location as of Participant’s Eligibility Date. The Participant may provide a Notice of Termination for a Change of Control Good Reason event only if Mattel does not timely and reasonably remedy such event within the prescribed thirty (30) days.

Change of Control Good Reason means that any one or more of the following have occurred without the express written consent of the Participant, provided that (i) the Participant provides Mattel with written notice of the Change of Control Good Reason event in accordance with