Event of Constructive Termination definition

Event of Constructive Termination means (v) a relocation of the Executive's principal workplace to a location more than 50 miles from the location of such workplace on the Effective Date without the Executive's express written consent; (w) an assignment to the Executive of duties or responsibilities inconsistent with his position as set forth in Section 3.2 hereof or inappropriate an executiveof the Company; (x) a reduction in the Executive's compensation or benefits without the express written consent of the Executive; or (z) delivery of written notice by the Company that the Term of the Agreement will not be extended in accordance with Section 2 hereof.
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Event of Constructive Termination means the occurrence of any of the following events at any time during the 24-month period following the occurrence of a Change in Control: (i) a relocation of the Executive’s principal workplace to a location more than 50 miles from the location of such workplace immediately prior to the Change in Control without the Executive’s express written consent; (ii) a material diminution in the Executive’s authority, duties or responsibilities, provided that, a material diminution of the Executive’s authority, duties or responsibilities shall be deemed to have occurred if the Executive ceases to have such authorities, duties or responsibilities with respect to the entity which is the ultimate parent entity of the Company following a Change in Control; (iii) a material diminution in the Executive’s compensation or benefits without the express written consent of the Executive; or (iv) any other action or inaction that constitutes a material breach by the Company of any written agreement under which the Executive provides services to the Company; provided, that no such event or occurrence shall constitute an Event of Constructive Termination unless (x) written notice thereof is given by the Executive to the Company within ninety (90) days of its occurrence, (y) the Company shall fail to remedy or cure such event or occurrence within thirty (30) days following its receipt of such notice from the Executive, and (z) the Executive shall within sixty (60) days after the expiration of such 30-day period give written notice to the Company of the Executive’s election to terminate the Executive’s employment pursuant to this paragraph by reason of such event or occurrence.
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Event of Constructive Termination means (w) a relocation of the Executive's principal workplace to a location more than 50 miles from the location of such workplace on the Effective Date without the Executive's express written consent; (x) any material diminution in the Executive's authority or responsibilities or the assignment to the Executive of duties or responsibilities inappropriate to the office of Chief Financial Officer of the Company; a change in the Executive's reporting relationship such that the Executive reports to an officer other than the Chief Executive Officer of the Company; or (z) a reduction in the Executive's compensation or benefits without the express written consent of the Executive.
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More Definitions of Event of Constructive Termination

Event of Constructive Termination means (v) a relocation of the Executive's principal workplace to a location more than 20 miles from the location of such workplace on the Effective Date without the Executive's express written consent; (w) an assignment to the Executive of duties or responsibilities inconsistent with his position as set forth in Section 3.2 hereof or inappropriate to the Chief Executive Officer of the Company; (x) a failure to appoint or reelect the Executive to the Board of Directors of the Company or a requirement that the Executive report to an individual or group other than the Company Board of Directors; (y) a reduction in the Executive's compensation or benefits without the express written consent of the Executive; or (z) delivery of written notice by the Company that the Term of the Agreement will not be extended in accordance with Section 2 hereof.
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Event of Constructive Termination means the occurrence of any of the following without the express written consent of the Executive:
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Event of Constructive Termination means (v) a relocation of the Executive's principal workplace to a location more than 50 miles from the location of such workplace on the Effective Date without the Executive's express written consent; (w) an assignment to the Executive of duties or responsibilities inappropriate to the Chairman of the Board of the Company; (x) a failure to appoint or reelect the Executive to the Board of Directors of the Company; (y) a reduction in the Executive's compensation or benefits without the express written consent of the Executive.
Sample 1
Event of Constructive Termination means (w) a relocation of the Executive's principal workplace to a location more than 50 miles from the location of such workplace on the Effective Date without the Executive's express written consent; (x) a reduction in Executive's base salary and target bonus (as determined by the Compensation Committee) without the express written consent of the Executive; or a reduction in duties below that of a divisional president comparable in size to Object Design in May 2001.
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Related to Event of Constructive Termination

  • Constructive Termination means:

  • Incipient Event of Termination means an event that but for notice or lapse of time or both would constitute an Event of Termination.

  • Constructive Termination Without Cause means a termination of the Executive's employment at his initiative as provided in this Section 10(c) following the occurrence, without the Executive's written consent, of one or more of the following events (except as a result of a prior termination):

  • Event of Termination has the meaning specified in Section 7.01.

  • Termination of Consultancy means: (a) that the Consultant is no longer acting as a consultant to the Company or an Affiliate; or (b) when an entity which is retaining a Participant as a Consultant ceases to be an Affiliate unless the Participant otherwise is, or thereupon becomes, a Consultant to the Company or another Affiliate at the time the entity ceases to be an Affiliate. In the event that a Consultant becomes an Eligible Employee or a Non-Employee Director upon the termination of such Consultant’s consultancy, unless otherwise determined by the Committee, in its sole discretion, no Termination of Consultancy shall be deemed to occur until such time as such Consultant is no longer a Consultant, an Eligible Employee or a Non-Employee Director. Notwithstanding the foregoing, the Committee may otherwise define Termination of Consultancy in the Award Agreement or, if no rights of a Participant are reduced, may otherwise define Termination of Consultancy thereafter, provided that any such change to the definition of the term “Termination of Consultancy” does not subject the applicable Award to Section 409A of the Code.

  • Termination Upon a Change in Control means a termination of Officer’s employment with Corporation within 12 months following a “Change in Control” that constitutes a Termination Other Than For Cause described in Section 2.1(b).

  • Good Reason Termination means a termination of employment or service initiated by the Participant upon or after a Change of Control upon one or more of the following events:

  • Company Termination Event has the meaning set forth in Section 10 hereof.

  • Control Termination Event shall have the meaning given to such term or any one or more analogous terms in the Lead Securitization Servicing Agreement.

  • Termination Upon Change of Control shall not include any termination of the employment of the Executive (a) by the Company for Cause; (b) as a result of the Permanent Disability of the Executive; (c) as a result of the death of the Executive; or (d) as a result of the voluntary termination of employment by the Executive for reasons other than Good Reason.

  • Termination After Change in Control means either of the following events occurring within twelve (12) months after a Change in Control:

  • Potential Termination Event means an event which, with the passage of time or the giving of notice, or both, would constitute a Termination Event.

  • ERISA Termination Event means (i) a “Reportable Event” described in Section 4043 of ERISA and the regulations issued thereunder (other than a “Reportable Event” not subject to the provision for 30-day notice to the PBGC under such regulations), or (ii) the withdrawal of a Borrower or any of its ERISA Affiliates from a “single employer” Plan during a plan year in which it was a “substantial employer”, both of such terms as defined in Section 4001(a) of ERISA, or (iii) the filing of a notice of intent to terminate a Plan or the treatment of a Plan amendment as a termination under Section 4041 of ERISA, or (iv) the institution of proceedings to terminate a Plan by the PBGC or (v) any other event or condition which might constitute grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan or (vi) the partial or complete withdrawal of a Borrower or any ERISA Affiliate of such Borrower from a “multiemployer plan” as defined in Section 4001(a) of ERISA.

  • Good Reason Event means (1) fraud, criminal conduct or willful misconduct by or on the part of the Company, (2) a representation or warranty made by the Company herein proving to be untrue in any material respect, or (3) a default in the due performance or observance by the Company of any covenant or agreement contained in this Agreement and such default continuing unremedied for a period of 30 days after written notice thereof to the Company by the Dealer Manager.

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Unmatured Termination Event means an event that, with the giving of notice or lapse of time, or both, would constitute a Termination Event.

  • Event of Servicing Termination means an event specified in Section 8.1 of the Sale and Servicing Agreement.

  • Terminating Event means any of the following events:

  • Termination Events means each of the events specified in Clause 10.3 of this Contract.

  • Change in Control Termination means an “Involuntary Termination Without Cause” or “Resignation for Good Reason,” either of which occurs on, or within three (3) months prior to, or within twelve (12) months following, the effective date of a Change in Control, provided that any such termination is a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h). Death and disability shall not be deemed Change in Control Terminations.

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge other than for Cause. The termination of Executive’s employment as a result of Executive’s death or disability will not be deemed to be an Involuntary Termination Without Cause.

  • Change in Control Period means the period beginning three (3) months prior to a Change in Control and ending twelve (12) months following a Change in Control.

  • Involuntary Termination means a termination of your employment with the Company pursuant to either (i) a termination initiated by the Company without Cause, or (ii) your resignation for Good Reason, and provided in either case such termination constitutes a Separation from Service. An Involuntary Termination does not include any other termination of your employment, including a termination due to your death or disability.

  • Change of Control Termination means (i) a Termination Without Cause of the Employee’s employment by the Employer (other than for death or disability) within twelve (12) months after a Change of Control or (ii) the Employee’s resignation for Good Reason within twelve (12) months after a Change of Control.

  • Event of Servicer Termination With respect to the Servicing Agreement, a Servicing Default as defined in Section 6.01 of the Servicing Agreement.

  • Potential Change in Control Period shall commence upon the occurrence of a Potential Change in Control and shall lapse upon the occurrence of a Change in Control or, if earlier (i) with respect to a Potential Change in Control occurring pursuant to Section 18.15(A), immediately upon the abandonment or termination of the applicable agreement, (ii) with respect to a Potential Change in Control occurring pursuant to Section 18.15(B), immediately upon a public announcement by the applicable party that such party has abandoned its intention to take or consider taking actions which if consummated would result in a Change in Control or (iii) with respect to a Potential Change in Control occurring pursuant to Section 18.15(C) or (D), upon the one year anniversary of the occurrence of a Potential Change in Control (or such earlier date as may be determined by the Board).