Good Reason Event definition

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.

Good Reason Event means any of the following which occur without Executive’s consent:

Good Reason Event means the occurrence of one or more of the following events or conditions after the occurrence of a Change in Control:

Examples of Good Reason Event in a sentence

• In the event of a Good Reason Termination pursuant to Section 4 hereof, Executive shall have no further rights or remedies under this Agreement, except his/her right to receive the severance compensation set forth in Section 5 hereof attributable to the occurrence of the Good Reason Event that entitled Executive to terminate his/her employment pursuant to Section 4 hereof.

• Executive may terminate his employment hereunder for Good Reason after delivery by Executive of written notice to the Company in accordance with Sections 5(g) and 15 hereof within sixty (60) days after the occurrence of a Good Reason Event (as hereinafter defined).

• The Employment Period shall end on November 1, 2001, subject to earlier termination (x) by reason of the Executive's death or Disability, (y) by resolution of the Board, with or without Cause or (z) upon the Executive's voluntary resignation with or without a Good Reason Event.

• If the Participant does not provide notice as set forth above, the Participant shall not have the right to resign for Good Reason based on any Good Reason Event occurring more than 90 days before a notice is given.

• If the Company fails to cure the Good Reason Event within the thirty (30) day cure period, then the Executive must terminate employment within thirty (30) days thereafter.

More Definitions of Good Reason Event

Good Reason Event means (i) a material adverse change in the responsibilities or duties of Executive as set forth in this Agreement (including a change in reporting where Executive no longer reports directly to the Board, or a change in Executive’s capacity as Chief Executive Officer) without Executive’s prior consent at a time when there are no circumstances pending that would permit the Board to terminate Executive for Cause, such that Executive is no longer acting as part of the senior management team of the Company, (ii) any reduction in the Salary or a material reduction in Executive’s benefits (other than (x) a reduction in Salary that is the result of an administrative or clerical error, and which is cured within 15 business days after the Company receives notice of such failure or (y) a reduction in Salary or benefits that are generally applicable to all members of the Company’s senior management), (iii) a material breach by the Company of this Agreement that is not cured within 30 days following the Company’s receipt of written notice of such breach from Executive, or (iv) without Executive’s prior written consent, the relocation of Executive’s principal place of employment outside of a 30 mile radius from the location of the Company’s offices in Tampa, Florida as of the Effective Date. With regard to clause (i), Executive acknowledges that the Company has flexibility under Section 1(a) to assign Executive a broad range of responsibilities and duties that are consistent with him being a member of the senior management team and such assignments will not constitute a “Good Reason Event.”

Good Reason Event means (i) a material adverse change in the responsibilities or duties of Executive as set forth in this Agreement without Executive’s prior consent at a time when there are no circumstances pending that would permit the Board to terminate Executive for Cause, (ii) any reduction in the Salary or a material reduction in Executive’s benefits (other than (x) a reduction in Salary that is the result of an administrative or clerical error, and which is cured within 15 business days after the Company receives notice of such failure or (y) a reduction in Salary or benefits that are generally applicable to all members of the Company’s senior management) or (iii) a material breach by the Company of this Agreement that is not cured within 30 days following the Company’s receipt of written notice of such breach from Executive.

Good Reason Event means, during the Employment Period, (i) a substantial diminution in Executive’s professional responsibilities, (ii) the Company’s failure to timely pay any amounts due to Executive hereunder or a significant reduction in the Salary or in the aggregate of the Benefits, services, perquisites, and amenities which Executive was theretofore receiving, (iii) a change in Executive’s work location that increases the regular one-way commute distance between Executive’s residence and work location prior to such change by more than thirty (30) miles, (iv) any action or inaction that constitutes a material breach of this Agreement by the Company.

Good Reason Event means:

Good Reason Event means (i) the failure of the Company or Sleepmaster to make the payments described herein within 5 Business Days of the applicable payment due date, (ii) the written request by the Board of Advisors of either the Company or Sleepmaster that the Executive relocate his primary residence or (iii) a written directive from the Board of Advisors of the Company or Sleepmaster that results in a substantial reduction of the Executive's job responsibilities.

Good Reason Event means that without Optionee’s written consent and without Cause, any of the following events occur:

Good Reason Event means (i) the relocation of the Company’s executive offices more than 75 miles from its location on the date hereof, or (ii) a material reduction by the Company of Executive’s employment responsibilities or compensation.