Good Reason Condition definition

Good Reason Condition means that any of the following are undertaken without Executive’s express written consent: (i) a material diminution in Executive’s authority, duties, or responsibilities which substantially reduces the nature or character of Executive’s position with the Company; (ii) a material reduction by the Company of Executive’s base salary as in effect immediately prior to such reduction; (iii) a relocation of Executive’s principal office to a location more than fifty (50) miles from the location of Executive’s principal office as of immediately prior to such relocation, except for required travel by Executive on the Company’s business; or (iv) any material breach by the Company of any provision of Executive’s employment agreement or offer letter agreement which the Company does not cure within 30 days following written notice thereof from Executive.
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Good Reason Condition means that any of the following are undertaken without Executive’s express written consent:
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Good Reason Condition. (i) a material diminution in the Executive’s title, responsibilities, authority or duties; or a material reduction in the authority, duties, or responsibilities of the CEO to whom the Executive is required to report;
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Examples of Good Reason Condition in a sentence

  • If the Company cures the Good Reason Condition during the Cure Period, Good Reason shall be deemed not to have occurred.


More Definitions of Good Reason Condition

Good Reason Condition. (i) a material diminution in the Executive’s title, responsibilities, authority or duties;
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Good Reason Condition. (i) the assignment to the Executive of any duties inconsistent with the position in the Company and its affiliates that the Executive held immediately prior to the Change in Control that results in a material diminution in the Executive’s authority, duties or responsibilities, a significant adverse alteration in the nature or status of the Executive’s responsibilities or the conditions of the Executive’s employment from those in effect immediately prior to the Change in Control that results in a material diminution in the Executive’s authority, duties or responsibilities, or any other action by the Company or any of its affiliates that results in a material diminution in the Executive’s position, authority, duties or responsibilities from those in effect immediately prior to the Change in Control;
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Good Reason Condition. Good Reason Process" shall mean that (i) the Executive reasonably determines in good faith that a Good Reason Condition has occurred; (ii) the Executive notifies the Company in writing of the first occurrence of the Good Reason Condition within 30 days of the first occurrence of such condition; (iii) the Executive cooperates in good faith with the Company's efforts, for a period not less than 30 days following such notice (the "Cure Period"), to remedy the Good Reason Condition; (iv) notwithstanding such efforts, the Good Reason Condition continues to exist; and (v) the Executive gives Notice of Termination of the Executive's employment within 60 days after the end of the Cure Period. If the Company cures the Good Reason Condition during the Cure Period, Good Reason shall be deemed not to have occurred.
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Good Reason Condition means the occurrence of any of the following events without Executive’s consent: (v) a material diminution of the Executive’s authority, duties, or responsibilities or an adverse change in his title or position, (w) the Company’s material breach of this Agreement or any equity grant agreement between Executive and the Company, (x) a reduction in Executive’s Base Salary or target Annual Bonus, except for a change not exceeding ten percent (10%) of the total Base Salary and target Annual Bonus and in which Executive is impacted in substantially the same manner as the other executive-level employees of the Company, (y) a requirement by the Company that Executive’s employment location is required to move to a location that is more than twenty (20) miles from Executive’s primary place of residence as of the date of his execution of this Agreement, or (z) any other reason which would be considered to amount to constructive dismissal by a court at law.
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Good Reason Condition means that any of the following are undertaken without Executive’s express written consent: (i) a material reduction in Executive’s base salary; (ii) a material diminution in Executive’s responsibilities; (iii) the Company’s material breach of any material term of this Agreement; or (iv) a material change in the geographic location at which Executive must perform Executive’s service to the Company, it being understood that such a material change would include a requirement that Executive relocate to an office that would increase Executive’s one-way commute distance by more than thirty-five (35) miles or one-way average commute time by more than 45 minutes, in each case, based on Executive’s primary residence at the time such relocation is announced.
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Good Reason Condition means that any of the following are undertaken without Executive’s express written consent: (i) a material reduction in Executive’s base salary; (ii) a material diminution in Executive’s responsibilities; (iii) the Company’s material breach of any material term of this Agreement; or (iv) a material change in the geographic location at which Executive must perform Executive’s service to the Company, it being understood that such a material change would include a requirement that Executive relocate to an office that would increase Executive’s one-way commute distance by more than thirty-five (35) miles or one-way average commute time by more than 45 minutes, in each case, based on Executive’s primary residence at the time such relocation is announced.
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Related to Good Reason Condition

  • 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:

  • Good Reason Process means that (i) the Executive reasonably determines in good faith that a “Good Reason” condition has occurred; (ii) the Executive notifies the Company in writing of the first occurrence of the Good Reason condition within 60 days of the first occurrence of such condition; (iii) the Executive cooperates in good faith with the Company’s efforts, for a period not less than 30 days following such notice (the “Cure Period”), to remedy the condition; (iv) notwithstanding such efforts, the Good Reason condition continues to exist; and (v) the Executive terminates the Executive’s employment within 60 days after the end of the Cure Period. If the Company cures the Good Reason condition during the Cure Period, Good Reason shall be deemed not to have occurred.

  • Good Reason means:

  • Disability or Disabled means that during the Elimination Period and your Own Occupation Period you are, as a result of Physical Disease, Injury, Mental Disorder, Substance Abuse or Pregnancy, unable to perform one or more of the Material Duties of your Own Occupation, and, due to such inability, your Work Earnings are less than 80% of your Indexed Predisability Earnings, and you are incapable of earning 80% or more of your Indexed Predisability Earnings. Your Work Earnings may be Deductible Income. See the “LTD Benefit Calculation” and “Deductible Income” sections.

  • Constructive Termination means:

  • Resignation for Good Reason means Executive’s resignation from all employee positions Executive then holds with the Company within sixty (60) days following any of the following events taken without Executive’s consent, provided Executive has given the Company written notice of such event within thirty (30) days after the first occurrence of such event and the Company has not cured such event within thirty (30) days thereafter:

  • 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.

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Qualifying Termination means a termination of Executive’s employment (i) by the Company other than for Cause or (ii) by Executive for Good Reason. Termination of Executive’s employment on account of death, Disability or Retirement shall not be treated as a Qualifying Termination.

  • Gravely disabled means a condition in which a person, as a

  • Recurrent Disability means a Disability caused by an Injury or Sickness that is the same as, or related to, the cause of a prior Disability for which Monthly Benefits were payable. A Recurrent Disability will be treated as follows.

  • CIC Qualifying Termination means a Separation (A) within twelve (12) months following a Change in Control or (B) within three (3) months preceding a Change in Control (but as to part (B), only if the Separation occurs after a Potential Change in Control) resulting, in either case (A) or (B), from (i) the Company terminating the Executive’s employment for any reason other than Cause or (ii) the Executive resigning his or her employment for Good Reason. A termination or resignation due to the Executive’s death or disability shall not constitute a CIC Qualifying Termination. A “Potential Change in Control” means the date of execution of a legally binding and definitive agreement for a corporate transaction which, if consummated, would constitute the applicable Change in Control (which for the avoidance of doubt, would include, for example, a merger agreement, but not a term sheet for a merger agreement). In the case of a termination following a Potential Change in Control and before a Change in Control, solely for purposes of benefits under this Agreement, the date of Separation will be deemed the date the Change in Control is consummated.

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge by the Company other than for Cause or by reason of Executive’s death or Disability.