Cause; Good Reason Sample Clauses

Cause; Good Reason. (a) For purposes of this Agreement, "Cause" means:

Cause; Good Reason. With respect to a particular Employee Holder, (i) “Cause” shall have the meaning provided in such Employee Holder’s then-current employment agreement with the Company or a subsidiary of the Company, as applicable and, if such Employee Holder does not have a current employment agreement or if “Cause” is not defined therein, “Cause” shall mean (A) willful failure by the Employee Holder to perform his or her duties, (B) conviction of such Employee Holder of, or plea of guilty or nolo contendere to, any felony or any crime involving moral turpitude, (C) gross or intentional misconduct by such Employee Holder or in connection with the performance of any material portion of his or her duties for the Company or any of its subsidiaries or (D) material violation of any rule or policy of the Company or its subsidiaries as determined reasonably and in good faith by the Company, and (ii)”Good Reason” shall have the meaning provided in such Employee Holder’s then-current employment agreement with the Company or a subsidiary of the Company, as applicable, or, if such Employee Holder does not have a current employment agreement or if “Good Reason” is not defined therein, then “Good Reason” shall mean (A) any material adverse change by the Company in such Employee Holder’s job title, duties, responsibility or authority, (B) failure by the Company to pay any material amount of base salary or bonus when due to such Employee Holder, (C) the termination or denial of such Employee Holder’s right to participate in employment-related benefits that are offered to similarly-situated employees, (D) such Employee Holder is required to have his/her principal location of work changed to any location that is in excess of 50 miles from such Employee Holder’s principal location of work as of the date hereof or (E) a reduction by the Company in such Employee Holder’s base salary, except for across the board reductions similarly affecting (i.e. by the same or lesser percentage) all other similarly compensated employees; provided that none of the events described in this definition of Good Reason shall constitute Good Reason unless the Employee Holder notifies the Company in writing of the event that is purported to constitute Good Reason (which notice is provided not later than the 30th day following the occurrence of the event purported to constitute Good Reason) and then only if (1) the Company fails to cure such event within 90 days after the Company’s receipt of such written notice, or...

Cause; Good Reason. For purposes of this Agreement, “

Cause; Good Reason. (a) For purposes of this Agreement, "Cause" means: Any continual and willful refusal by the Executive to perform the Executive's essential duties under this Agreement which continues for more than (10) business days after written notice from the Company;