Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive’s consent: (a) a significant diminution in the nature or scope of Executive’s authority, title, function or duties from Executive’s authority, title, function or duties in effect immediately preceding any Change of Control; (b) a ten percent (10%) reduction in Executive’s base salary or a twenty-five percent (25%) reduction in Executive’s target bonus opportunity, if any, in effect immediately preceding any Change of Control (in either case, unless such reduction is part of a Company officer-wide program to reduce expenses); (c) the Company’s requiring Executive to be based at any office or location more than 50 miles from the office where Executive was employed immediately preceding the Change of Control; (d) any material breach of the terms of this Agreement by the Company; or (e) failure of any successor or assignee to the Company to assume this Agreement.
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive’s consent and which condition is not cured by the Company within thirty (30) days after notice by Executive specifying the condition (which notice must be given no later than 90 days after the initial occurrence of such event): (a) a reduction by the Company of Executive’s duties, responsibilities, authority or reporting relationship such that Executive no longer serves in a substantive, senior executive role for the Company comparable in stature to Executive’s current role, or no longer reports to the President of the Company; (b) a material reduction in Executive’s base salary or the percentage of his base salary on which his target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a “Diminution of Responsibilities”; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a “Diminution of Responsibilities”; (d) the Company’s requiring Executive to be based at any office or location more than 50 miles from the Company’s offices in Richmond, British Columbia or its headquarters in Westlake Village, California; or (e) a material breach by the Company of the terms of this Agreement or the Letter to you.”
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive’s consent: (a) a significant diminution in the nature or scope of Executive’s authority, title, function or duties from Executive’s authority, title, function or duties in effect immediately preceding any Change of Control; (b) a ten percent (10%) reduction in Executive’s base salary or a twenty-five percent (25%) reduction in Executive’s target bonus opportunity, if any, in effect immediately preceding any Change of Control (in either case, unless such reduction is part of a Company officer-wide program to reduce expenses); (c) the Company’s requiring Executive to be based at any office or location more than 50 miles from the office where Executive was employed immediately preceding the Change of Control; (d) any material breach of the terms of this Agreement by the Company; or (e) failure of any successor or assignee to the Company to assume this Agreement; provided, however, that Executive shall provide notice to the Company within 90 days of the occurrence of a condition listed above constituting a Diminution of Responsibilities and allow the Company 30 days in which to cure such condition.
Examples of Diminution of Responsibilities in a sentence
You voluntarily terminate your employment during the 30-day period commencing on the six-month anniversary of such Change-in-Control due to a Material Diminution of Responsibilities (as defined in Section 13(d) and subject to the notice and cure provisions described therein) that occurred on or after such Change-in-Control.
A Material Diminution of Responsibilities shall not be deemed to have occurred solely by reason of the Company’s sale of one or more of its businesses or by an action taken in good faith to comply with applicable law, generally accepted accounting principles, regulatory guidance, or other similar guidance.
Before “Material Diminution of Responsibilities” has been deemed to have occurred, you must give the Company written notice detailing why you believe a Material Diminution of Responsibilities event has occurred and such notice must be provided to the Company within thirty days of your actual knowledge of the initial occurrence of such alleged Material Diminution of Responsibilities event.
A contract modification involving an increase in funds shall not be executed unless a certification of fund avail- ability has been obtained by the contracting officer.
Following a Change in Control : If Mr. Murphy is involuntarily terminated without Cause in connection with or within twelve months after a Change in Control of the Company, he terminates his employment for Good Reason within twelve months after a Change in Control, or he terminates his employment due to a Material Diminution of Responsibilities within 30 days after the six month anniversary of a Change in Control (each as defined in the Employment Agreement), he will be eligible for: i.
More Definitions of Diminution of Responsibilities
Diminution of Responsibilities means the occurrence of any of the ------------------------------ following conditions, without Executive's consent and which condition is not cured by the Company within ten (10) days after notice by Executive specifying the condition: (a) a reduction by the Company of Executive's duties, responsibilities, authority or reporting relationship such that Executive no longer serves in a substantive, senior executive role for the Company comparable in stature to Executive's current role, or no longer reports to the chief executive officer or chief operating officer of the Company; (b) a reduction in Executive's base salary or the percentage of his base salary on which his target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a "Diminution of Responsibilities"; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a "Diminution of Responsibilities"; (d) the Company's requiring Executive to be based at any office or location more than 50 miles from the Company's headquarters in Westlake Village, California; or (e) a material breach by the Company of the terms of this Agreement (or the Memorandum to you from Xxxx Xxxxxxxx dated March 29, 2002).
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive's consent and which condition is not cured by the Company within ten (10) days after notice by Executive specifying the condition: (a) a reduction by the Company of Executive's duties, responsibilities, authority or reporting relationship such that Executive no longer serves in a substantive, senior executive role for the Company comparable in stature to Executive's current role, or no longer reports to the chief executive officer of the Company; (b) a reduction in Executive's base salary or the percentage of his base salary on which his target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a "Diminution of Responsibilities"; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a "Diminution of Responsibilities"; (d) the Company's requiring Executive to be based at any office or location more than 50 miles from the Company's headquarters in Westlake Village, California; or (e) a material breach by the Company of the terms of this Agreement (or the Letter to you from W. Michael Long dated September 30, 2002).
Diminution of Responsibilities means the occurrence of any of the following conditions, without Mr. Ellwanger's consent: (a) a significant diminution in the nature or scope of Mr. Ellwanger's authority, title, function or duties from Mr. Ellwanger's authority, title, function or duties in effect immediately preceding any Change of Control; (b) a ten percent (10%) or more reduction in Mr. Ellwanger's base salary or a material change in the Mr. Ellwanger's terms of compensation, in effect immediately preceding any Change of Control; (c) the Company's requiring Mr. Ellwanger to be based at any office or location more than 50 kilometers from the office where Mr. Ellwanger was employed immediately preceding the Change of Control; (d) any material breach of the terms of Mr. Ellwanger's employment agreement by the Company; or (e) failure of any successor or assignee to the Company to assume Mr. Ellwanger's employment agreement.
Diminution of Responsibilities means the occurrence of any of the ------------------------------ following conditions, without Executive's consent: (a) Executive's no longer serving as an executive officer of the company or any successor thereto; (b) a reduction in Executive's base salary, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a "Diminution of Responsibilities"; (c) the Company's requiring Executive to be based at any office or location more than 50 miles from the Company's headquarters in Westlake Village, California; or (d) Executive's no longer holding the position of General Counsel reporting to the Chief Executive Officer of the Company or, if the Company is a subsidiary of another entity, the Chief Executive Officer of the Company's ultimate parent corporation.
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive’s consent and which condition is not cured by the Company within thirty (30) days after notice by Executive specifying the condition (which notice must be given no later than 90 days after the initial occurrence of such event):: (a) a material reduction by the Company of Executive’s duties, responsibilities, authority or reporting relationship; (b) a material reduction in Executive’s base salary or the percentage of his or her base salary on which his or her target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a “Diminution of Responsibilities”; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a “Diminution of Responsibilities”; (d) the Company’s requiring Executive to be based at any office or location more than 50 miles from the Company’s headquarters in Xxxxxxxx Xxxxxxx, Xxxxxxxxxx, her home office, or the office space the Company intends to lease in San Francisco Bay Area; or (e) a material breach by the Company of the terms of this Agreement or the Letter from W. Xxxxxxx Xxxx dated April 26, 2007 to Executive (the “Letter”).”
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive's consent and which condition is not cured by the Company within thirty (30) days after notice by Executive specifying the condition: (a) a material reduction by the Company of Executive's duties, responsibilities, authority or reporting relationship; (b) a reduction in Executive's base salary or the percentage of his or her base salary on which his or her target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a "Diminution of Responsibilities"; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a "Diminution of Responsibilities"; (d) the Company's requiring Executive to be based at any office or location more than 50 miles from the Company's headquarters in Westlake Village, California, her home office, or the office space the Company intends to lease in San Francisco Bay Area; or (e) a material breach by the Company of the terms of this Agreement or the Letter from W. Michael Long dated April 26, 2007 to Executive (the "Letter").
Diminution of Responsibilities means the occurrence of any of the following conditions, without Executive’s consent and which condition is not cured by the Company within thirty (30) days after notice by Executive specifying the condition (which notice must be given no later than 90 days after the initial occurrence of such event): (a) a material reduction by the Company of Executive’s duties, responsibilities, authority or reporting relationship; (b) a material reduction in Executive’s base salary or the percentage of his base salary on which his target bonus is based, provided that a reduction in base salary that is the result of a general reduction in salary in an amount similar to reductions for other similarly situated Company executives shall not constitute a “Diminution of Responsibilities”; (c) a material reduction in benefits (other than future option grants), provided that a reduction in benefits that is the result of a general reduction in benefits in an amount similar to reductions for other similarly situated Company employees shall not constitute a “Diminution of Responsibilities”; (d) the Company’s requiring Executive to be based at any office or location more than 50 miles from the Company’s headquarters in Westlake Village, California or from the Company’s office in Campbell, California; or (e) a material breach by the Company of the terms of this Agreement or the terms of the Letter.