Common use of Good Reason Outside of a Change of Control Clause in Contracts

Good Reason Outside of a Change of Control. For all purposes under this Agreement, “Good Reason Outside of a Change of Control” for the Executive’s resignation will exist if he resigned from Employment, unless otherwise agreed to in writing by the Executive, within 60 days after the occurrence of any of the following: (i) any reduction in his Base Salary or Bonus of 20% or more; (ii) a change in his position with the Company that substantially Executive Employment Agreement 8/7/2006 reduces his duties and responsibilities, including the termination of this Agreement by the Company without the written consent of the Executive; (iv) office relocation of more 60 miles further from the Executive’s primary residence; or (v) any other material break by the Company of its obligations to the Executive under this Agreement that is not corrected within thirty (30) days following written notice thereof to the Company by the Executive such notice to state with specificity the nature of the failure.

Good Reason Outside of a Change of Control. For all purposes under this Agreement, “Good Reason Outside of a Change of Control” for the Executive’s resignation will exist if he resigned from Employment, unless otherwise agreed to in writing by the Executive, within 60 days after the occurrence of any of the following: (i) any reduction in his Base Salary or Bonus of 20% or more; (ii) a change in his position with the Company that substantially Executive Employment Agreement 8/7/2006 reduces his duties and responsibilities, including the termination of this Agreement by the Company without the written consent of the Executive; (iv) office relocation of more 60 miles further from the Executive’s primary Executive Employment Agreement 8/7/2006 residence; or (v) any other material break by the Company of its obligations to the Executive under this Agreement that is not corrected within thirty (30) days following written notice thereof to the Company by the Executive such notice to state with specificity the nature of the failure.

Good Reason Outside of a Change of Control. For all purposes under this Agreement, “Good Reason Outside of a Change of Control” for the Executive’s resignation will exist if he resigned from Employment, unless otherwise agreed to in writing by the Executive, within 60 days after the occurrence of any of the following: (i) any reduction in his Base Salary or Bonus of 20% or more; (ii) a change in his position with the Company that substantially Executive Employment Agreement 8/7/2006 reduces his duties and responsibilities, including the termination of this Agreement by the Company without the written consent of the Executive; (iv) office relocation of more 60 miles further from the Executive’s primary residence; or (v) any other material break by the Company of its obligations to the Executive under this Agreement that is not corrected within thirty (30) days following written notice thereof to the Company by the Executive such notice to state with specificity the nature of the failure.. Executive Employment Agreement 8/7/2006