Common use of Notice of Termination Clause in Contracts

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 81 contracts

Samples: Employment Agreement (Bea Systems Inc), Change of Control Employment Agreement (Comerica Inc /New/), Employment Agreement (Alltel Corp)

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Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 76 contracts

Samples: Executive Agreement (Titan Corp), Special Severance Agreement (Carpenter Technology Corp), Executive Agreement (Titan Corp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination intended termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 31 contracts

Samples: Employment Agreement (Kindred Healthcare, Inc), Employment Agreement (Kindred Healthcare, Inc), Employment Agreement (Kindred Healthcare, Inc)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 19 contracts

Samples: Employment Agreement (Cathay General Bancorp), Employment Agreement (Cathay General Bancorp), Change of Control Employment Agreement (Cathay General Bancorp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 15 contracts

Samples: Employment Agreement (Mg Waldbaum Co), Employment Agreement (Unumprovident Corp), Employment Agreement (Mg Waldbaum Co)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)10(b) hereof. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such noticenotice or, if later (and applicable), thirty (30) days after the expiration of the applicable cure period). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 14 contracts

Samples: Employment Agreement (Skullcandy, Inc.), Employment Agreement (Skullcandy, Inc.), Employment Agreement (Skullcandy, Inc.)

Notice of Termination. Any termination of Executive’s employment by the Company for or without Cause, or by the Executive for or without Good Reason, shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination notice (which Date of Termination date shall be not more than 30 thirty days after the giving of such the notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such that fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 14 contracts

Samples: Employment Agreement (JTH Holding, Inc.), Employment Agreement (JTH Holding, Inc.), Employment Agreement (JTH Holding, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, Cause shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)8. For purposes of this Agreement, a "Notice of Termination" means a written notice that given prior to the termination which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date termination date of Termination this Agreement (which Date of Termination date shall be not more than 30 fifteen (15) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective its rights hereunder.

Appears in 13 contracts

Samples: Employment Agreement (Rayovac Corp), Employment Agreement (Rayovac Corp), Employment Agreement (Rayovac Corp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, other than due to death shall be communicated by Notice of Termination to the other party parties hereto given in accordance with Section 11(b)12(c) below. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such noticenotice or, in the case of a termination by the Executive for Good Reason more than 45 days after the date on which the Executive provides written notice in accordance with Section 3(c) above). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 12 contracts

Samples: Employment Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.)

Notice of Termination. Any termination by the Company for CauseCompany, or by the Executive for Good ReasonExecutive, shall be communicated by Notice of Termination to the other party hereto party, given in accordance with Section 11(b)8.1. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 fifteen (15) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 12 contracts

Samples: Magna Group (Magna Group Inc), Magna Group (Magna Group Inc), Magna Group (Magna Group Inc)

Notice of Termination. Any termination by the Company for Cause, --------------------- or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 12 contracts

Samples: Employment Agreement (Becton Dickinson & Co), Special Severance Agreement (Carpenter Technology Corp), Employment Agreement (National Commerce Bancorporation)

Notice of Termination. Any termination of the Executive’s employment by the Company for Cause, or by the Executive for Good Reason, (other than death) shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12(c) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such noticenecessary, specifies the Date of Termination consistent with this Agreement (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 11 contracts

Samples: Employment Agreement (Doral Financial Corp), Employment Agreement (Doral Financial Corp), Employment Agreement (Doral Financial Corp)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by a written ‘‘Notice of Termination Termination’’ to the other party hereto given in accordance with Section 11(b)14 of this Agreement. In the event of a termination by the Company for Cause or by Executive for Good Reason, the Notice of Termination” means a written notice that Termination shall (1i) indicates indicate the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than specify the date of receipt termination, which date shall be the date of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 10 contracts

Samples: Employment Services Agreement (Eco Science Solutions, Inc.), Employment Services Agreement (Live Event Media, Inc.), Employment Services Agreement (Eventure Interactive, Inc.)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by a written “Notice of Termination Termination” to the other party hereto given in accordance with Section 11(b)14 of this Agreement. In the event of a termination by the Company for Cause, the Notice of Termination” means a written notice that Termination shall (1a) indicates indicate the specific termination provision in this Agreement relied upon, (2b) to the extent applicable, sets set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3c) specify the effective date of termination if the Date of Termination (as defined herein) is other than the date of receipt such notice, provided that the effective date of employment termination may not be earlier than the date of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 9 contracts

Samples: Employment Agreement (Ekso Bionics Holdings, Inc.), Employment Agreement (Ekso Bionics Holdings, Inc.), Employment Agreement (Ekso Bionics Holdings, Inc.)

Notice of Termination. Any termination by the Company for Cause, --------------------- or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination intended termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 9 contracts

Samples: Employment Agreement (Vencor Inc /New/), Employment Agreement (Kindred Healthcare Inc), Employment Agreement (Vencor Inc /New/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b12(d). For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder under this Agreement or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunderunder this Agreement.

Appears in 9 contracts

Samples: Employment Agreement (Faro Technologies Inc), Employment Agreement (Faro Technologies Inc), Employment Agreement (Faro Technologies Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)17(d) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 9 contracts

Samples: Employment Agreement (FirstCash Holdings, Inc.), Employment Agreement (FirstCash Holdings, Inc.), Employment Agreement (FirstCash Holdings, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, Cause shall be communicated by Notice of Termination (as defined below) to the other party hereto given in accordance with Section 11(b)9(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means shall mean a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, upon and (3ii) specifies the termination date (which date shall be not more than thirty (30) days after the giving of such notice) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive Employee or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive Employee or the Company, respectively, hereunder or preclude the Executive Employee or the Company, respectively, from asserting such fact or circumstance in enforcing the ExecutiveEmployee’s or the Company’s respective rights hereunder.

Appears in 9 contracts

Samples: Employment Agreement (Time Warner Telecom Inc), Employment Agreement (Tw Telecom Inc.), Employment Agreement (Tw Telecom Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b10(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 8 contracts

Samples: Change of Control Agreement (Janus Capital Group Inc), Change of Control Agreement (Janus Capital Group Inc), Change of Control Agreement (Janus Capital Group Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)XIV of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 8 contracts

Samples: Employment Agreement (Versicor Inc /Ca), Employment Agreement (Versicor Inc /Ca), Employment Agreement (Versicor Inc /Ca)

Notice of Termination. Any termination by the Company for Cause, or by the Executive Employee for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b13(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the ExecutiveEmployee’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive Employee or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive Employee or the Company, respectively, hereunder or preclude the Executive Employee or the Company, respectively, from asserting such fact or circumstance in enforcing the ExecutiveEmployee’s or the Company’s respective rights hereunder.

Appears in 8 contracts

Samples: Form of Change in Control Agreement (ESAB Corp), Change in Control Agreement (ESAB Corp), Form of Change in Control Agreement (Colfax CORP)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)27. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than specifies the date of receipt of termination which date shall not be less than fifteen (15) (thirty (30), if such notice, specifies termination is by the Date of Termination (which Date of Termination shall be not Company for Disability) nor more than 30 sixty (60) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 7 contracts

Samples: Employment Agreement (Pharmacia Corp /De/), Employment Agreement (Pharmacia Corp /De/), Employment Agreement (Pharmacia Corp /De/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)16(d) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 7 contracts

Samples: Employment Agreement (Aurora Diagnostics, Inc.), Employment Agreement (Pathology Solutions, LLC), Employment Agreement (Gold Kist Inc.)

Notice of Termination. Any termination by the Company for ---------------------- Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination intended termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 7 contracts

Samples: Employment Agreement (Homeside Lending Inc), Employment Agreement (Homeside Lending Inc), Employment Agreement (Homeside Lending Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the below), which date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 90 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 7 contracts

Samples: Change of Control Agreement (Avista Corp), Change of Control Agreement (Avista Corp), Change of Control Agreement (Washington Federal Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b12(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 7 contracts

Samples: Change of Control Employment Agreement (Time Warner Telecom Inc), Change of Control Employment Agreement (Tw Telecom Inc.), Change of Control Employment Agreement (Time Warner Telecom Inc)

Notice of Termination. Any For purposes of this Agreement, a "Notice of Termination" means a written notice given, in the case of a termination by the Company for Cause, or by within 30 days of the Executive Company's having actual knowledge of the events giving rise to such termination, and in the case of a termination for Good Reason, shall be communicated by Notice within 180 days of Termination the Executive's having actual knowledge of the events giving rise to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that such termination, and which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective 's rights hereunder.

Appears in 6 contracts

Samples: Employment Continuation Agreement (Crown American Realty Trust), Employment Continuation Agreement (Crown American Realty Trust), Employment Continuation Agreement (Sylvan Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party parties hereto given in accordance with Section 11(b)10(c) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Employment Agreement (Thomas Properties Group Inc), Employment Agreement (Thomas Properties Group Inc), Employment Agreement (Thomas Properties Group Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b12(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Change of Control (Valero Energy Corp/Tx), Change of Control Employment Agreement (Capital One Financial Corp), Change of Control (Valero Energy Corp/Tx)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)Termination. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Control Continuity Agreement (Sun Bancorp Inc /Nj/), Control Continuity Agreement (Sun Bancorp Inc /Nj/), Control Continuity Agreement (Sun Bancorp Inc /Nj/)

Notice of Termination. Any termination by the Company without Cause or for Cause, or by the Executive without Good Reason or for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice, except as provided in clause (3) of Section 4(e) below). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Control Employment Agreement (Journal Register Co), Change of Control Employment Agreement, Change of Control Employment Agreement (Journal Register Co)

Notice of Termination. Any termination during the Employment Period by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)) of the Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date date, in the case of Termination a notice by the Company, shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Employment Agreement (Weatherford International LTD), Employment Agreement (Weatherford International LTD), Employment Agreement (Weatherford International LTD)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, Cause shall be communicated by Notice of Termination to the other party hereto Executive given in accordance with Section 11(b)13(b) of this Agreement. “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 6 contracts

Samples: Employment Agreement (Niocorp Developments LTD), Employment Agreement (GX Acquisition Corp. II), Employment Agreement (GX Acquisition Corp. II)

Notice of Termination. Any termination by the Company whether for CauseCause or otherwise, or by the Executive for Good ReasonReason or otherwise, shall be communicated by Notice of Termination to the other party Party hereto given in accordance with Section 11(b)17(e) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, ; and (3ii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Release Agreement (Placer Sierra Bancshares), Employment Agreement (Placer Sierra Bancshares), Release Agreement (Placer Sierra Bancshares)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)14(d) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Change in Control Agreement (Genuine Parts Co), Change in Control Agreement (Eastman Chemical Co), Change in Control Agreement (Eastman Chemical Co)

Notice of Termination. Any termination of employment by the Bank or the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice) (subject to Bank’s or the Company’s right to cure in the case of a resignation for Good Reason). The failure by the Executive or the Bank and/or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive Executive, the Bank or the Company, respectively, hereunder or preclude the Executive Executive, the Bank or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s, the Bank’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Employment Agreement (Suffolk Bancorp), Change of Control Agreement (Suffolk Bancorp), Control Employment Agreement (Suffolk Bancorp)

Notice of Termination. Any Following a Change in Control Event, any termination by the Company for Cause, Cause or by the Executive for Good Reason, Reason pursuant to this Agreement shall be communicated by a Notice of Termination (as defined below) to the other party hereto given in accordance with Section 11(b)party. A “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date date of Termination (as defined herein) termination is other than the date of receipt of such notice, specifies the Date date of Termination termination (which Date of Termination shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause Cause, as the case may be, shall not waive any right of the Executive or the Company, respectively, hereunder Company or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunderrights.

Appears in 5 contracts

Samples: Employment Agreement (Analogic Corp), Severance Agreement (Analogic Corp), Severance Agreement (Analogic Corp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)9.2 of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Termination Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Employment Agreement (EVO Payments, Inc.), Employment Agreement (EVO Payments, Inc.), Employment Agreement (EVO Payments, Inc.)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice) (subject to the Company’s right to cure in the case of a resignation for Good Reason). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Change in Control Employment Agreement (Wausau Paper Corp.), Change in Control Employment Agreement (Wausau Paper Corp.), Change in Control Employment Agreement (Wausau Paper Corp.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3) if the Date of Termination (as defined hereinin Section (e) hereof) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause Cause, respectively, shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 5 contracts

Samples: Change of Control Employment Agreement (Medtronic Inc), Change of Control Employment Agreement (Medtronic Inc), Change of Control Employment Agreement (Medtronic Inc)

Notice of Termination. Any termination by the Company for Cause, --------------------- or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination intended termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 4 contracts

Samples: Employment Agreement (Vencor Inc), Employment Agreement (Vencor Inc /New/), Employment Agreement (Vencor Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall will be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall will be not more than 30 days after the giving of such notice). The failure by Taubman or the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Cause or Good Reason or Cause shall will not waive any right of the Executive Taubman or the CompanyExecutive, respectively, hereunder or preclude the Executive Taubman or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the ExecutiveTaubman’s or the CompanyExecutive’s respective rights hereunder.

Appears in 4 contracts

Samples: Change of Control Employment Agreement (Taubman Centers Inc), Change of Control Employment Agreement (Taubman Centers Inc), Change of Control Employment Agreement (Taubman Centers Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b10(b)) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 4 contracts

Samples: Employment Agreement (Keycorp /New/), Employment Agreement (Keycorp /New/), Employment Agreement (Keycorp /New/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, other than due to death shall be communicated by Notice of Termination to the other party parties hereto given in accordance with Section 11(b)12(c) below. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such noticenotice or, in the case of a termination by the Executive for Good Reason more than 45 days after the date on which the Executive provides written notice of intent to terminate for Good Reason in accordance with Section 3(c) above). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 4 contracts

Samples: Employment Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)10(b) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date date, in the case of Termination a termination for Good Reason, shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 4 contracts

Samples: Employment Agreement (Maxxim Medical Inc/Tx), Employment Agreement (Maxxim Medical Inc/Tx), Employment Agreement (Maxxim Medical Inc/Tx)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)Termination. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 4 contracts

Samples: Change in Control Continuity Agreement (Sun Bancorp Inc /Nj/), Change in Control Continuity Agreement (Sun Bancorp Inc /Nj/), Change in Control Continuity Agreement (Sun Bancorp Inc /Nj/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)10(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 4 contracts

Samples: Unum Group Change in Control Severance Agreement (Unum Group), Unum Group Severance Agreement (Unum Group), Agreement and General Release (Unum Group)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 4 contracts

Samples: Employment Agreement (Assurant Inc), Employment Agreement (Assurant Inc), Control Employment Agreement (Valspar Corp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 4 contracts

Samples: Change in Control Agreement (Kbw, Inc.), Change in Control Agreement (Kbw, Inc.), Change of Control Agreement (Kbw, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b13(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 4 contracts

Samples: Transition and Succession Agreement (Mylan Laboratories Inc), Transition and Succession Agreement (Mylan Inc.), Transition and Succession Agreement (Mylan Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, other than due to death shall be communicated by Notice of Termination from one Party to the other party hereto Party given in accordance with Section 11(b)8(c) below. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination date shall be not more than 30 days after the giving of such noticenotice or, in the case of a termination by the Executive for Good Reason, not more than 45 days after the date on which the Executive provides written notice in accordance with Section 3(c) above). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Executive Employment Agreement (ProFrac Holding Corp.), Executive Employment Agreement (ProFrac Holding Corp.), Executive Employment Agreement (ProFrac Holding Corp.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)7.4. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1a) indicates the specific termination provision in this Agreement relied upon, (2b) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3c) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive Company or the CompanyExecutive, respectively, hereunder or preclude the Executive Company or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the Company's or the Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Patheon N.V.), Employment Agreement (Patheon N.V.), Employment Agreement (Patheon N.V.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)14. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 calendar days after the giving of such notice). The failure by the Company or Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive Company or the CompanyExecutive, respectively, hereunder or preclude the Executive Company or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the Company’s or Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Global Power Equipment Group Inc.), Employment Agreement (Global Power Equipment Group Inc.), Employment Agreement (Global Power Equipment Group Inc.)

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Reason shall be communicated by Notice of Termination Termination” to the other party hereto given in accordance with Section 11(b)party. A “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination shall be not more than 30 15 days after the giving of such noticenotice in all instances other than Good Reason, in which case it shall be at least 31 days after and no more than 90 days after the Notice of Termination). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance circumstances that contributes to a showing of Good Reason or Cause Cause, as the case may be, shall not waive any right of the Executive or the Company, respectively, hereunder Company or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunderrights.

Appears in 3 contracts

Samples: Change of Control Agreement (Greatbatch, Inc.), Change of Control Agreement (Greatbatch, Inc.), Change of Control Agreement (Integer Holdings Corp)

Notice of Termination. Any termination of the Executive’s employment by the Company for Cause, or by the Executive for Good Reason, (other than as a result of the Executive’s death) shall be communicated by Notice of Termination (as defined below) to the other party hereto given in accordance with Section 11(b)) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means shall mean a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, upon and (2ii) specifies the termination date (which date shall be not more than thirty (30) days (thirty-one (31) days with respect to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s termination of employment under for Good Reason in accordance with Section 3(f)) after the provision so indicated, and (3giving of such notice) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Aviv REIT, Inc.), Employment Agreement (Aviv REIT, Inc.), Employment Agreement (Aviv REIT, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)13. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 calendar days after the giving of such notice). The failure by the Company or Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive Company or the CompanyExecutive, respectively, hereunder or preclude the Executive Company or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the Company’s or Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Global Power Equipment Group Inc.), Employment Agreement (Williams Industrial Services Group Inc.), Employment Agreement (Global Power Equipment Group Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)7.2 to the other party. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinin Section 3.8 hereof) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)Termination. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Angelica Corp /New/), Employment Agreement (Angelica Corp /New/), Employment Agreement (Angelica Corp /New/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination (as defined below) to the other party hereto given in accordance with Section 11(b)12(g) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such noticenotice or 30 days after the end of the Cure Period, if applicable, in the case of a termination by the Executive with Good Reason). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (National Bank Holdings Corp), Employment Agreement (National Bank Holdings Corp), Employment Agreement (National Bank Holdings Corp)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3) if the Date of Termination (as defined hereinin Section (e) hereof) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by a written "Notice of Termination Termination" to the other party hereto given in accordance with Section 11(b)21 of this Agreement. In the event of a termination by the Company for Cause, or resignation by the Executive for Good Reason, the Notice of Termination” means a written notice that Termination shall (1i) indicates indicate the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than specify the date of receipt of such noticetermination, specifies the Date of Termination (which Date of Termination date shall not be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (Vonage Holdings Corp), Employment Agreement (Vonage Holdings Corp), Employment Agreement (Vonage Holdings Corp)

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Notice of Termination. Any termination during the Employment Agreement Period by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12(b) of the Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The Except as otherwise provided in Section 3(c), the failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 3 contracts

Samples: Employment Agreement (National Oilwell Varco Inc), Employment Agreement (National Oilwell Varco Inc), Employment Agreement (National Oilwell Varco Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 2 contracts

Samples: Change of Control (Valero Energy Corp/Tx), Change of Control (Valero Energy Corp/Tx)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall will be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b12(b). For purposes of this Agreement, “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 calendar days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall will not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Change in Control Employment Agreement (Aci Worldwide, Inc.), Change in Control Employment Agreement (Aci Worldwide, Inc.)

Notice of Termination. Any termination by the Company Corporation for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company Corporation to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the CompanyCorporation, respectively, hereunder or preclude the Executive or the CompanyCorporation, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s Corporation's respective rights hereunder.

Appears in 2 contracts

Samples: Agreement (Marsh Supermarkets Inc), Agreement (Marsh Supermarkets Inc)

Notice of Termination. Any termination by the Company for Good Cause, or by the Executive Employee for Good ReasonReason or Constructive Termination, shall will be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)hereto. A "Notice of Termination” means a written notice that " will (1a) indicates indicate the specific termination provision in this Agreement relied upon, ; (2b) to the extent applicable, sets set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s Employee's employment under the provision so indicated, such provisions; and (3c) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies specify the Date of Termination termination date (which Date of Termination date shall not be not more than 30 fifteen (15) days after the giving of such notice). The failure by the Executive Employee or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Good Cause shall will not waive any right of the Executive Employee or the Company, respectively, Company hereunder or preclude the Executive Employee or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s Employee's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (HCC Industries Inc /De/), Employment Agreement (HCC Industries Inc /De/)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, of employment hereunder shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b10(c). For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 90 days after the giving of such notice). The Any failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing show of Good Reason or Cause shall not waive any right of to the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Executive Severance Agreement (Labarge Inc), Executive Severance Agreement (Labarge Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)15(d) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Unumprovident Corp), Change in Control Agreement (Eastman Chemical Co)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Molson Coors Brewing Co), Employment Agreement (Molson Coors Brewing Co)

Notice of Termination. Any termination (except by the Company for Cause, or by the Executive for Good Reason, death) shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)14 of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, (iii) in the case of termination by Employer for Cause or for Incapacity, confirms that such termination is pursuant to a resolution of the Board (which, in the case of Cause, is pursuant to Section 8(b) hereof), and (3iv) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company Employer to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason Reason, Incapacity or Cause shall not serve to waive any right of the Executive or the CompanyEmployer, respectively, hereunder or preclude the Executive or the CompanyEmployer, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective Employer's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Professional Bancorp Inc), Employment Agreement (Professional Bancorp Inc)

Notice of Termination. Any termination by (except due to death of the Company for Cause, or by the Executive for Good Reason, Executive) shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)8. For purposes of this Agreement, a “Notice of Termination” means a written notice that given prior to the termination which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date termination date of Termination this Agreement (which Date of Termination date shall be not more than 30 fifteen (15) days after the giving of such notice, unless a longer notice is required pursuant to another section of this Agreement). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective its rights hereunderunder this Agreement.

Appears in 2 contracts

Samples: Transition Employment Agreement (Spectrum Brands Holdings, Inc.), Employment Agreement (Spectrum Brands Holdings, Inc.)

Notice of Termination. Any termination of employment by the Company for or without Cause, or by the Executive for or without Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). For purposes of this Agreement, a “Notice of Termination” means a written notice that (1) indicates states the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such noticenotice or, in the case of a termination by the Executive for Good Reason, not more than 30 days after the end of the Cure Period, if applicable). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Change of Control Employment Agreement (Cadence Bancorporation), Change of Control Employment Agreement (Cadence Bancorporation)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, Cause shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)8. For purposes of this Agreement, a “Notice of Termination” means a written notice that given prior to the termination which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date termination date of Termination this Agreement (which Date of Termination date shall be not more than 30 fifteen (15) days after the giving of such notice, unless a thirty-day notice is required pursuant to another section of this Agreement). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Company hereunder or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective its rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Spectrum Brands, Inc.), Employment Agreement (Spectrum Brands, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Checkmate Electronics Inc), Employment Agreement (Checkmate Electronics Inc)

Notice of Termination. Any termination by the Company --------------------- for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)8(b) below. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Retention Agreement (Solutia Inc), Retention Agreement (Solutia Inc)

Notice of Termination. Any termination of employment by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given delivered in accordance with Section 11(b12(c). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)Termination. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.. (e)

Appears in 2 contracts

Samples: Change of Control Agreement Change of Control Agreement (Associated Banc-Corp), Control Agreement Change of Control Agreement (Associated Banc-Corp)

Notice of Termination. Any termination of the Executive’s employment by the Company for Cause, or by the Executive for Good Reason, (other than death) shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)11(c) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such noticenecessary, specifies the Date of Termination consistent with this Agreement (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Doral Financial Corp), Employment Agreement (Doral Financial Corp)

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Reason shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 fifteen (15) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective his rights hereunder.

Appears in 2 contracts

Samples: Executive Employment Agreement (Petro Union Inc), Executive Employment Agreement (Petro Union Inc)

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Reason shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)13(b) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 15 days after the giving of such notice). No purported termination of the Executive's employment shall be effective without a Notice of Termination. The failure by the Executive or the Company Company, as the case may be, to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause Cause, as the case may be, shall not waive any right of the Executive or the Company, respectivelyas the case may be, hereunder or preclude the Executive or the Company, respectivelyas the case may be, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Change of Control Agreement (Mbna Corp), Change of Control Agreement (Mbna Corp)

Notice of Termination. Any termination of Executive’s employment by the Company for or without Cause, or by the Executive for or without Good Reason, shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination notice (which Date of Termination date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Dynex Capital Inc), Severance Agreement (Dynex Capital Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined hereinin Paragraph 7(f) hereof) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 60 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Archipelago Holdings L L C), Employment Agreement (Archipelago Holdings L L C)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b10(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Becton Dickinson & Co), Employment Agreement (Joy Global Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b13(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s 's respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Gillette Co), Employment Agreement (Gillette Co)

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Reason shall be communicated by "Notice of Termination Termination" to the other party hereto given in accordance with Section 11(b)party. A "Notice of Termination" means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance circumstances that contributes to a showing of Good Reason or Cause Cause, as the case may be, shall not waive any right of the Executive or the Company, respectively, hereunder Company or preclude the Executive or the Company, respectively, Company from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective rights hereunder's rights.

Appears in 2 contracts

Samples: Change of Control Agreement (Wilson Greatbatch Technologies Inc), Change of Control Agreement (Greatbatch, Inc.)

Notice of Termination. Any termination by the Company Taubman for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). “Notice of Termination” means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company Taubman to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the CompanyTaubman , respectively, hereunder or preclude the Executive or the CompanyTaubman , respectively, from asserting such fact or circumstance in enforcing the Executive’s or the CompanyTaubman’s respective rights hereunder.

Appears in 2 contracts

Samples: Change of Control Employment Agreement (Taubman Centers Inc), Change of Control Employment Agreement (Taubman Centers Inc)

Notice of Termination. Any termination of the Executive’s employment by the Company for Cause, or voluntary termination of employment by the Executive (whether for Good Reason or without Good Reason), shall be communicated by Notice of Termination to the other party hereto Party given in accordance with Section 11(b)12(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Anadarko Petroleum Corp, Anadarko Petroleum Corp

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Constructive Termination shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b14(c). For purposes of this Agreement, a "Notice of Termination" means a written notice that given, in the case of a termination for Cause, within 30 business days of the Corporation's having actual knowledge of the events giving rise to such termination, and in the case of a termination for Constructive Termination, within 90 days of the Executive's having actual knowledge of the events giving rise to such termination, and which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date termination date of Termination this Agreement (which Date of Termination date shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause Constructive Termination shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective his rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Hansen Natural Corp), Employment Agreement (Hansen Natural Corp)

Notice of Termination. Any termination of employment of Executive --------------------- during the Employment Period by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)IX(B) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1a) indicates the specific termination provision in this Agreement relied upon, (2b) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of Executive's employment with the Executive’s employment Company under the provision so indicated, and (3c) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall not be not more than 30 thirty days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Nationwide Health Properties Inc), Employment Agreement (Nationwide Health Properties Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, other than due to death shall be communicated by Notice of Termination to the other party parties hereto given in accordance with Section 11(b)10(c) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12(b) of this Agreement. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 thirty (30) days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Molson Coors Brewing Co), Confidentiality and Noncompete Agreement (Molson Coors Brewing Co)

Notice of Termination. Any termination by the Company for Cause, or by --------------------- the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3) if the Date of Termination (as defined hereinin Section (e) hereof) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Navigant Consulting Inc), Employment Agreement (Navigant Consulting Inc)

Notice of Termination. Any termination by the Company for Cause, Cause or by the Executive for Good Reason, Constructive Termination shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b13(c). For purposes of this Agreement, a "Notice of Termination" means a written notice that given, in the case of a termination for Cause, within 30 business days of the Corporation's having actual knowledge of the events giving rise to such termination, and in the case of a termination for Constructive Termination, within 90 days of the Executive's having actual knowledge of the events giving rise to such termination, and which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date termination date of Termination this Agreement (which Date of Termination date shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause Constructive Termination shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective his rights hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Hansen Natural Corp), Employment Agreement (Hansen Natural Corp)

Notice of Termination. Any termination of Executive’s employment by the Company for or without Cause, or by the Executive for or without Good Reason, shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, indicated and (3iii) if states the Date of Termination (as defined herein) is Termination, if other than the date of receipt of such notice, specifies the Date of Termination notice (which Date of Termination but any other date shall be not more than 30 thirty days after the giving of such notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Retention Agreement (Parkway Properties Inc), Retention Agreement (Parkway Properties Inc)

Notice of Termination. Any termination by the Company Taubman for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b). "Notice of Termination" means a written notice that (1) indicates the specific termination provision in this Agreement relied upon, (2) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice). The failure by the Executive or the Company Taubman to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the CompanyTaubman, respectively, hereunder or preclude the Executive or the CompanyTaubman , respectively, from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s Taubman's respective rights hereunder.

Appears in 2 contracts

Samples: Change of Control Employment Agreement (Taubman Centers Inc), Change of Control Employment Agreement (Taubman Centers Inc)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)13(b) of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination shall be not more than 30 days after the giving of such notice)termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s respective rights hereunder.

Appears in 2 contracts

Samples: Control Agreement (Gold Kist Inc.), Change in Control Agreement (Gold Kist Inc.)

Notice of Termination. Any termination of Executive's employment after the Effective Date by the Company Corporation for Cause, Cause or by the Executive for Good Reason, Reason or otherwise shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b10(b). For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, and (3iii) if the Date of Termination (as defined herein) termination date is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 15 days after the giving of such notice). The failure by the Executive or the Company Corporation to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, Corporation hereunder or preclude the Executive or the Company, respectively, Corporation from asserting such fact or circumstance in enforcing the Executive’s 's or the Company’s respective rights Corporation's right hereunder.

Appears in 1 contract

Samples: Severance Agreement (Wells Fargo & Co/Mn)

Notice of Termination. Any termination of Executive's employment by the Company for or without Cause, or by the Executive for or without Good Reason, shall be communicated by a Notice of Termination to the other party hereto given in accordance with Section 11(b)party. For purposes of this Agreement, a "Notice of Termination" means a written notice that (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s 's employment under the provision so indicated, indicated and (3iii) if the Date of Termination (as defined herein) is other than the date of receipt of such notice, specifies the Date of Termination notice (which Date of Termination date shall be not more than 30 thirty days after the giving of such the notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such that fact or circumstance in enforcing the Executive’s 's or the Company’s respective 's rights hereunder.

Appears in 1 contract

Samples: Employment Agreement (Liberty Tax, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)12. For purposes of this Agreement, a “Notice of Termination” means a written notice that which (1i) indicates the specific termination provision in this Agreement relied upon, (2ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and (3iii) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination (which Date of Termination date shall be not more than 30 calendar days after the giving of such notice). The failure by the Company or Executive or the Company to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive Company or the CompanyExecutive, respectively, hereunder or preclude the Executive Company or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the Company’s or Executive’s or the Company’s respective rights hereunder.

Appears in 1 contract

Samples: Employment Agreement (Journal Media Group, Inc.)

Notice of Termination. Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 11(b)7.4. For purposes of this Agreement, a "Notice of Termination" means a written notice that which (1a) indicates the specific termination provision in this Agreement relied upon, (2b) to the extent applicable, sets forth in reasonable detail summarizes the facts and circumstances claimed to provide a basis reasons for termination of terminating the Executive’s 's employment under the provision so indicated, indicated and (3c) if the Date of Termination (as defined hereinbelow) is other than the date of receipt of such notice, specifies the Date of Termination termination date (which Date of Termination date shall be not more than 30 days after the giving of such notice). The failure by the Executive Company or the Company Executive to set forth in the Notice of Termination any fact or circumstance that which contributes to a showing of Cause or Good Reason or Cause shall not waive any right of the Executive Company or the CompanyExecutive, respectively, hereunder or preclude the Executive Company or the CompanyExecutive, respectively, from asserting such fact or circumstance in enforcing the Company's or the Executive’s or the Company’s respective rights hereunder.

Appears in 1 contract

Samples: Employment Agreement (Patheon N.V.)

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