Constructive Involuntary Termination definition

Constructive Involuntary Termination means voluntary termination of employment by the Executive as a result of a significant change in the duties, responsibilities, reporting relationship, job description, compensation, perquisites, office or location of employment of Executive without the written consent of the Executive.
Constructive Involuntary Termination means any of the following events: (1) reduction of the executive’s title, duties, responsibilities, or authority, other than for Cause or disability; (2) reduction of the executive’s annual base salary; (3) reduction of the aggregate benefits under our pension, profit sharing, retirement, life insurance, medical, health and accident, disability, bonus and incentive plans, and other employee benefit plans and arrangements or reduction of the number of paid vacation days to which the executive is entitled; (4) we fail to obtain assumption of the Agreement by any successor; (5) we require the executive to perform his primary duties at a location that is more than 25 miles further from his primary residence than the location at which he performs his primary duties on the effective date of the Agreement; or (6) a termination of employment with us by the executive after any of the other occurrences listed.
Constructive Involuntary Termination means a termination following:

Examples of Constructive Involuntary Termination in a sentence

  • However, if this Agreement is terminated in anticipation of a Change of Control Event, such termination shall be a "Constructive Involuntary Termination" as defined herein.

  • If the event constituting a Constructive Involuntary Termination is a failure by the Company to obtain assumption of this Agreement by any successor as contemplated by Section 12 of this Agreement, the date on which the succession became effective shall be deemed the date of the Qualifying Event.

  • If your employment is terminated at any time by the Company for Cause or if you resign other than by reason of a Constructive Involuntary Termination, as herein defined, then you will be paid your base salary to the date of termination and the unpaid portion of any bonus or incentive amount earned by you for the fiscal year ending prior to the termination of your employment which you are entitled to receive under the terms of any annual incentive plan maintained by the Company.

  • The Executive’s mental or physical incapacity following the occurrence of an event described above in clauses (a) through (g) shall not affect the Executive’s ability to terminate employment for Constructive Involuntary Termination.

  • Whether a Qualifying Event has occurred shall be determined separately with respect to each Change of Control Event and each event constituting a Constructive Involuntary Termination or Involuntary Termination.

  • A voluntary termination will have occurred if the Executive resigns from the successor corporation after a Change of Control under conditions other than as constitute a Constructive Involuntary Termination.

  • For purposes of this Section 3, any good faith determination of Constructive Involuntary Termination made by the Executive shall be conclusive.

  • Anything in this Agreement to the contrary notwithstanding, a termination by the Executive for any reason during the 30-day period immediately following the first anniversary of the Change of Control Event (the “Window Period”) shall be deemed to be a Constructive Involuntary Termination for all purposes of this Agreement.

  • Failure of the Company to obtain such agreement prior to the effectiveness of any such succession shall be a breach of this Agreement, shall constitute a Constructive Involuntary Termination, and shall be treated as a Qualifying Event entitling the Executive to the compensation and benefits described in Sections 6 and 7 of this Agreement unless such failure is remedied within 10 calendar days after Company receives written notice thereof.

  • If within three years of the "Change in Control Event" (hereafter called the "Transition Period") there shall be an "Involuntary Termination" or "Constructive Involuntary Termination" of the Executive, the Executive shall be entitled to the payments and benefits provided in Paragraph 3.


More Definitions of Constructive Involuntary Termination

Constructive Involuntary Termination means a termination of employment with the Company and its Subsidiaries by the Employee at any time from the date of the First Event until the end of the Transition Period, if after the First Event and at or prior to the time of such termination: (i) the Employee is assigned duties materially inconsistent with the Employee's authorities, duties, responsibilities and status (including office, title and reporting requirements) as an employee of the Company, there is a reduction or alteration in the nature or status of the Employee's title, authorities, duties, assignments or responsibilities as compared with the Employee's title, authorities, duties, assignments and responsibilities immediately prior to the First Event, other than a termination for Cause or on account of Disability; (ii) the Company or any Subsidiary shall have failed to continue in effect the Employee's base salary at an equivalent or greater level, as compared to immediately prior to the First Event other than a termination for Cause or on account of Disability or shall have failed to pay the Employee any amounts due thereunder; (iii) there is a material reduction in the Employee's level of participation in any of the Company's short- and/or long-term incentive compensation plans, or employee benefit or retirement plans, policies, practices, arrangements, perquisites or fringe benefits in which the Employee participates from the levels in place immediately prior to the First Event, other than a Termination for Cause on account of Disability; provided, however, that reductions in the levels of participation in any such plans, policies, practices, arrangements, perquisites or fringe benefits shall not be deemed to be a Constructive Involuntary Termination if the Employee's reduced level of participation in each such program remains substantially consistent with the average level of participation of other executives who have positions commensurate with the Employee's position; (iv) the Company shall have failed to obtain assumption of this Agreement by any successor as contemplated by Paragraph 6(B) hereof; (v) The Company or any Subsidiary shall fail to reimburse the Employee for reasonable business expenses and such failure shall have continued for at least seven days after notice in accordance with Paragraph 8 hereof of such failure is given by the Employee to the Company or the Subsidiary, as the case may be; (vi) the Company or any Subsidiary shall require the Employee to relocate to any...
Constructive Involuntary Termination means voluntary termination of employment by the Executive as a result of a significant reduction or adverse change in the duties, responsibilities, reporting relationship, job description, compensation, perquisites, office or location of employment of the Executive without the written consent of the Executive, which is not cured fully within 30 days after written notice from Executive to the Board identifying such significant reduction or adverse change, provided, that such 30 day period shall be extended to 60 days if such significant reduction or adverse change is not reasonably susceptible to cure within 30 days and the Company shall have commenced cure within such 30 day period and is then proceeding with due diligence to cure such breach.
Constructive Involuntary Termination means the voluntary termination of a person's employment with the Company and all of its subsidiaries within 90 days following (i) a material reduction in his compensation (including applicable fringe benefits), without his consent, (ii) his demotion or the diminution in his position, authority, duties or responsibilities, without cause and without his consent, or (iii) the relocation of his principal place of employment, without his consent.
Constructive Involuntary Termination means any of the following events:
Constructive Involuntary Termination means voluntary termination of employment by the Employee as a result of a significant reduction or significantly adverse change in the duties, responsibilities, reporting relationship, job description, compensation, perquisites, office or location of employment of the Employee without the written consent of the Employee.
Constructive Involuntary Termination means voluntary termination of employment by the Executive as a result of a significant reduction or adverse change in the duties, responsibilities, reporting relationship, job description, compensation, perquisites, office or location of employment of the Executive without the written consent of the Executive, which is not cured fully within thirty (30) days after written notice from Executive to the Board identifying such significant reduction or adverse change, provided, that such thirty (30) day period shall be extended to sixty (60) days if such significant reduction or adverse change is not reasonably susceptible to cause within thirty (30) days and the Company shall have commenced care within such thirty (30) day period and is then proceeding with due diligence to cure such breach.