Common use of “Constructive Termination” Defined Clause in Contracts

“Constructive Termination” Defined. Employee shall be deemed to have been constructively terminated by the Company upon the occurrence of any of the following events: a. The assignment to Employee of duties materially and adversely inconsistent with Employee’s positions at Kaiser as a leased employee as of the effective date of this Agreement. This includes a change in reporting responsibilities, authority including title, or responsibilities; provided, however, a lateral transfer within Kaiser or to an Affiliate shall not be deemed a constructive termination; b. Any requirement that Employee permanently relocate to an office more than 50 miles from the then location to which he is assigned as of the effective date of this Agreement; and/or c. Any failure to provide Employee with compensation and benefits in the aggregate on terms that are not materially less favorable than those enjoyed by Employee under this Agreement as of the effective date of this Agreement, or the subsequent taking of any action that would materially reduce any of Employee’s compensation and benefits in effect as of the date of this Agreement unless such compensation and benefits are substantially equally reduced for executive officers of the Company as a group (as measured by a percentage) or there is less than a ten percent (10%) reduction in compensation or benefits. then, at Employee’s option, exercisable within ninety (90) days of the date Employee knew, or should have known exercising reasonable care, of the occurrence of any of the foregoing events and the expiration of any applicable cure period, Employee shall have the right to terminate his employment by written notice to the Company, and on the date of such termination the Company will pay Employee the compensation and benefits described in Paragraph 11 below.