Constructively Terminates definition

Constructively Terminates means Executive’s termination of employment with the Company as a result of the occurrence, without Executive’s consent, of any of the following: (i) a significant reduction in the Executive’s salary, excluding the substitution of substantially equivalent compensation and benefits, that is applicable to all Company senior management; or (ii) Executive’s removal from his position as outlined in Section 1(a); or (iii) Executive’s relocation to a location more than fifty (50) miles from the Company’s Los Angeles, California office location; provided, however, that in the event Executive believes that grounds exist for Executive to Constructively Terminate, then Executive agrees to provide the Board with written notice specifying the purported grounds for such belief and the Company shall have thirty (30) days after receipt of such written notice to cure such purported grounds (unless such purported grounds by their nature cannot be cured, in which case notice and an opportunity to cure shall not be required).

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Constructively Terminates means the effecting of any of the following actions by the Company following which the Executive terminates the Executive's employment by the Company:

Constructively Terminates means that the Optionee is required (i) to perform services for the Company or any successor corporation that involve responsibilities and duties substantially below the level of a senior executive officer of a publicly-traded company, (ii) to commit more than twenty-five percent (25%) of his business time and attention to the Company or any successor corporation, or (iii) to enter into any agreement that obligates him or restricts his actions substantially more than the terms set forth in the letter of employment, dated June 14, 2001.

Examples of Constructively Terminates in a sentence

If, within twelve (12) months following a Change of Control, Executive’s employment is terminated by the Company without Cause or Constructively Terminates, then effective immediately prior to Executive’s termination of employment, the vesting and exercisability of one hundred percent (100%) of Executive’s unvested stock options shall fully accelerate.
If, during the Employment Term, (i) the Company terminates the Employment Term without Cause, or (ii) the Company Constructively Terminates the Employment Term, then in either of such events the Employee shall be entitled to: (i) the greater of the Employee’s Base Salary through the end of the Employment Term and twenty-four (24) weeks Base Salary (paid in accordance with the Company’s usual payroll procedures); and (ii) any bonus payable prior to the date of termination.
Executive shall receive six (6) months of continued salary payments as severance upon a termination without Cause or twelve {12) months of continued salary payments as severance if the Company Constructively Terminates Executive within twelve (12) months after a Change of Control (such six (6) or twelve (12) month period, as applicable, the “Severance Period”).
Executive shall receive six (6) months of continued salary payments as severance upon a termination without Cause, or twelve (12) months of continued salary payments as severance if the Company Constructively Terminates Executive within twelve (12) months after a Change of Control (such six (6) or twelve (12) month period as applicable, the “Severance Period”).
Additionally, if Executive’s employment with the Company terminates other than voluntarily or for “Cause” or the Company Constructively Terminates Executive’s employment (as defined herein), and Executive is not entitled to any reimbursement for COBRA benefits from ▇▇▇.▇▇▇ Inc.
It will be recommended at the first meeting of the Board following the Effective Date that if, within twelve (12) months following a Change of Control, Executive’s employment is terminated by the Company without Cause or Constructively Terminates, then effective immediately prior to Executive’s termination of employment, the vesting and exercisability of fifty percent (50%) of Executive’s unvested stock options shall fully accelerate.
If, during the Employment Term, (i) the Company terminates the Employment Term without Cause, or (ii) the Company Constructively Terminates the Employment Term, then in either of such events the Company shall pay the Employee: (i) the greater of (A) the Employee’s Base Salary through the end of the Employment Term and (B) twenty-four (24) weeks Base Salary (paid in accordance with the Company’s usual payroll procedures); and (ii) any bonus payable prior to the date of termination.
It will be recommended at the first meeting of the Board following the Effective Date that if, within twelve (12) months following a Change in Control, Executive’s employment is terminated by the Company without Cause or Constructively Terminates, then effective immediately prior to Executive’s termination of employment, the vesting and exercisability of fifty percent (50%) of Executive’s unvested stock options shall fully accelerate.

More Definitions of Constructively Terminates

Constructively Terminates means Executive’s termination of employment with the Company as a result of the occurrence, without Executive’s consent, of any of the following: (i) a material reduction in the Executive’s base salary, excluding the substitution of substantially equivalent compensation and benefits that is applicable to all Company senior management; or (ii) Executive’s removal from his positions, duties, or responsibilities as outlined in Section 1(a), in each case which results in a material diminution of Executive’s authority, duties or responsibilities; or (iii) Executive’s relocation to a location more than fifty (50) miles from the Company’s Los Angeles, California office location; provided, however, that in the event Executive believes that grounds exist for Executive to Constructively Terminate, then Executive agrees to provide the Board with written notice of at least thirty (30) days specifying the purported grounds for such belief and the Company shall have thirty (30) days after receipt of such written notice to cure such purported grounds (unless such purported grounds by their nature cannot be cured, in which case notice and an opportunity to cure shall not be required). If Executive Constructively Terminates, his employment shall be considered “Constructively Terminated.”

Constructively Terminates or "Constructive Termination" means the Bank, without the prior written consent of the Executive: