Resignation for Good Reason. Employee may terminate Employee's employment hereunder for "Good Reason". For purposes of this Agreement, "Good Reason" shall mean # a substantial diminution or change of the duties of the Employee which is materially inconsistent with Employee's duties and services provided for in [Section 2] hereof, # a material breach by the Company of this Agreement after notice and such breach has not been cured within twenty days after receipt of such notice, or # any purported termination by the Company of Employee's employment otherwise than expressly permitted by this Agreement.
ResignationFor Good Reason By Employee. Employee may terminate this Agreement at any time for Good Reason. Employee may terminate Employee's employment hereunder for "Good Reason". For purposes of this Agreement, "Good Reason"“Good Reason” shall meanmean, in each case to the extent not consented to by Employee: # a substantial diminution or change of the duties of the Employee which is materially inconsistent with Employee's duties and services provided for in [Section 2] hereof, # a material breach by the Company of any material provision of this Agreement after notice and such breach has not been cured within twenty days after receiptAgreement; # a material reduction of such notice,the Employee’s duties or responsibilities; or # any purported terminationa reduction of the Employee’s Base Salary. Notwithstanding the foregoing, no action by the Company shall constitute Good Reason unless and until: # the Company shall have received, within thirty (30) days of Employee'sthe commencement of the existence of the condition constituting Good Reason, written notice from the Employee alleging that such Good Reason exists and setting forth the basis therefore in reasonable detail; # within thirty (30) days after the receipt of said written notice by the Company, the Company shall have failed to cure or correct the circumstances giving rise to such Good Reason; and # Employee terminates his employment otherwise than expressly permitted by this Agreement.upon written notice to the Company within five (5) days after expiration of such period referenced in (B).
ResignationTermination by Employee. Employee may Terminate Employee’s employment with the Employer during the Employment Period for Good Reason. Employee may terminate Employee's employment hereunder for "Good Reason". For purposes of this Agreement, "Good Reason"“Good Reason” shall meanmean: # a substantialmaterial diminution in Employee’s authority, duties, or responsibilities; # a material change ofin the duties ofgeographic location at which Employee must perform the services to be performed by Employee which is materially inconsistent with Employee's dutiespursuant to this Agreement; and services provided for in [Section 2] hereof, # any other action or inaction that constitutes a material breach by the CompanyEmployer of this Agreement. Employee must provide notice to the Employer of the condition Employee contends is Good Reason within 30 days of the initial existence of the condition, and the Employer must have a period of 30 days to remedy the condition. If the condition is not remedied, Employee must provide a Notice of Termination as set forth in [Sections 6(e) and 15(i)])] of this Agreement after notice and such breach has not been cured within twenty30 days after receipt of such notice, or # any purported termination by the Companyend of Employee'the Employer’s remedy period. Employee may also terminate Employee’s employment otherwise than expressly permitted by this Agreement.hereunder without Good Reason upon delivery of a Notice of Termination to Employee at least 60 days prior to Date of Termination (defined below).
Resignation forFor Good Reason. Employee may terminate Employee'stheir employment hereunderunder this Agreement for "Good Reason". For purposes of this Agreement, "Good Reason"Good Reason. “Good Reason” shall meanmean, in each case to the extent not consented by Employee: # a substantial diminution or change of the duties of the Employee which is materially inconsistent with Employee's duties and services provided for in [Section 2] hereof, # a material breach by the Company of any material provision of this Agreement after noticeor any other written agreement between Employee and such breach has not been cured within twenty days after receiptthe Company; # material reduction of such notice,the Employee’s authority, duties, or responsibilities; # a reduction of the Employee’s then-current Base Salary or Annual Bonus Target; # the Company’s failure to obtain an agreement from any purported termination bysuccessor to the Company of Employee's employment otherwise than expressly permitted by this Agreement.to assume and agree to perform
ResignationFor Good Reason By Employee. Employee may terminate their employment under this Agreement for Good Reason. Employee may terminate Employee's employment hereunder for "Good Reason". For purposes of this Agreement, "Good Reason"“Good Reason” shall meanmean, in each case to the extent not consented by Employee: # a substantial diminution or change of the duties of the Employee which is materially inconsistent with Employee's duties and services provided for in [Section 2] hereof, # a material breach by the Company of any material provision of this Agreement after noticeor any other written agreement between Employee and such breach has not been cured within twenty days after receiptthe Company; # material reduction of such notice,the Employee’s authority, duties, or responsibilities; # a reduction of the Employee’s then-current Base Salary or Annual Bonus Target; # the Company’s failure to obtain an agreement from any purported termination bysuccessor to the Company to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform if no succession had taken place, except where such assumption occurs by operation of Employee'law; # the Company’s employment otherwise than expressly permitted by this Agreement.Common Stock no longer being publicly traded;
Resignation forTermination by Employee with Good Reason. Employee may terminate Employee'her employment under this Agreement for Good Reason; provided that # Employee gives written notice to the Board of Directors within sixty (60) days of the event constituting Good Reason; # the Company has not cured the event giving rise to such notice within thirty (30) days of receipt of Employee’s notice; and # Employee resigns her employment hereunder for "Good Reason". For purposeswithin thirty (30) days following the expiration of this Agreement, "Good Reason"such cure period. The term “Good Reason” shall mean # a substantial diminution or changeany of the duties of the Employee which is materially inconsistent with Employee'following actions that are taken without Employee’s duties and services provided for in [Section 2] hereof, # a material breach by the Company of this Agreement after notice and such breach has not been cured within twenty days after receipt of such notice, or # any purported termination by the Company of Employee's employment otherwise than expressly permitted by this Agreement.
Termination on Account of Resignation forwith Good Reason. Employee mayshall have the right to terminate Employee'Employee’s employment hereunder for "Good Reason". For purposesby voluntary resignation with Good Reason. The term “Good Reason” means any one (1) or more of this Agreement, "Good Reason" shall meanthe following events that occurs without the prior written consent of Employee: # a substantialmaterial diminution in Employee’s Salary; # a demotion, or change in reporting relationship of Employee to someone other than the Company’s Executive Chairman, or a member of the dutiesBoard of the Employee which is materially inconsistent with Employee'Directors that results in a material diminution of Employee’s duties and services provided for in [Section 2] hereof,authority, duties, or responsibilities; or # any other action or inaction that constitutes a material breach by the Company of the terms of this Agreement afterAgreement. To qualify as a voluntary resignation with “Good Reason,” Employee shall provide the Company with notice and such breach has not been curedof the existence of the event described above within twentyninety (90) days after receiptof the initial existence of such notice, or # any purported termination byevent, and the Company of Employee'shall have thirty (30) days to remedy the event measured from the date it received Employee’s employment otherwise than expressly permitted by this Agreement.notice. If the event that qualifies as Good Reason is not cured and the
ResignationTermination by Employee for Good Reason. Subject to [Section 3.2], Employee may terminate Employee'shis employment obligation hereunder (but not his obligations under [Article IV] hereof) for "Good Reason". For purposes of this Agreement, "Good Reason" shall mean # a substantial diminution or changeGood Reason (as hereinafter defined) if Employee gives written notice thereof to the Company within thirty (30) days of the duties ofevent he deems to constitute Good Reason (which notice shall specify the Employeegrounds upon which such notice is materially inconsistent with Employee's dutiesgiven) and services provided for in [Section 2] hereof, # a material breach by the Company of this Agreement after notice and such breach has not been curedfails, within twentythirty (30) days afterof receipt of such notice, to cure or rectify the grounds for such Good Reason termination set forth in such notice. If the Company fails to cure or rectify the grounds for such Good Reason termination set forth in the notice provided above within thirty (30) days of receipt of such notice, then Employee may terminate his employment under this [Section 3.1(b)] any time within thirty (30) days following such failure. Good Reason shall mean any of the following: # relocation of Employees principal workplace over sixty (60) miles from the Companys existing workplaces without the consent of Employee (which consent shall not be unreasonably withheld, delayed or conditioned), # after the Transition Period, Employee is demoted from the position of Chief Executive Officer or President of the Company, # after the Transition Period, a material diminution in the Employees authority, duties or responsibilities as Chief Executive Officer and President of the Company, # the Company fails to nominate Employee to serve as a director in connection with any annual or special meeting of stockholders at which stockholders will vote on the election of directors or, if elected as a director, the Board fails to elect the Employee as Chairman, or # any purported terminationthe Companys material breach of this Agreement which is not cured within thirty (30) days after receipt by the Company from Employee of Employee's employment otherwise than expressly permitted by this Agreement.written notice of such breach.
ResignationEmployee's Right to Terminate for Good Reason. The Employee mayshall have the right to terminate the Employee's employment hereunderwith the Company at any time for "Good Reason"Reason." Upon a termination by the Employee for Good Reason, the Company shall pay or provide to the Employee the payments and benefits set forth in [Sections 7.2(a), (b), and (c)])])]. For purposes of this Agreement, a termination for "Good Reason" shall mean # a substantial diminution or changeEmployees termination within ninety (90) days following the expiration of the dutiescure period afforded the Company to rectify any of the Employee which is materially inconsistentfollowing that occur without the express written consent of the Employee, as determined in a manner consistent with Employee's duties and services provided for in [Section 2] hereof,Treasury Regulation Section 1.409A-1(n)(2)(ii): # a material breach byreduction or change in the Employees title or job duties, responsibilities and requirements inconsistent with the Employees position with the Company and the Employees prior duties, responsibilities and requirements, # a material reduction in the Employees Base Salary unless a proportionate reduction is made to the Base Salary of all members of the Company Groups senior management in accordance with a bona-fide downturn in the Company Groups business; # a change of more than 50 miles in the geographic location at which the Employee primarily performs services for the Company; or # any material breach of this Agreement afterby the Company. In the case of the Employees allegation of Good Reason, # the Employee shall provide written notice and such breach has not been curedto the Board of the event alleged to constitute Good Reason within twenty30 days after the initial occurrence of such event, # the Company shall have the opportunity to remedy the alleged Good Reason event within 30 days from receipt of notice of such notice, or # any purported termination byallegation, and if not so cured, the Company of Employee'sEmployee may then terminate employment otherwise than expressly permitted by this Agreement.within ninety (90) days for Good Reason.
Resignation for Good Reason. The Employee mayshall have the right to terminate Employee's employment hereunderthis Agreement upon ten (10) days prior written notice for "Good Reason". For purposes of this Agreement, "Good Reason"Good Reason. Good Reason shall mean # a substantial diminution or changebe defined as any of the duties offollowing occurring without the Employee which is materially inconsistent with Employee'Employees duties and services provided for in [Section 2] hereof, # a material breach by the Company of this Agreement after notice and such breach has not been cured within twenty days after receipt of such notice, or # any purported termination by the Company of Employee's employment otherwise than expressly permitted by this Agreement.written consent:
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