Employee’s Right to Terminate for Good Reason. Employee shall have the right to terminate Employee’s employment with the Company at any time for “Good Reason.” For purposes of this Agreement, “Good Reason” shall mean:
Employee’s Right to Terminate for Good Reason. Employee shall have the right to terminate Employee’s employment with the Company at any time for Good Reason. Any assertion by Employee of a termination for Good Reason shall not be effective unless all of the following conditions are satisfied: (i) the condition giving rise to Employee’s termination of employment must have arisen without Employee’s written consent; (ii) Employee must provide written notice to the Board of the existence of such condition(s) within 30 days of the initial existence of such condition(s); (iii) the condition(s) specified in such notice must remain uncorrected for 30 days following the Board’s receipt of such written notice; and (iv) the date of Employee’s termination of employment must occur within 75 days after the initial existence of the condition(s) specified in such notice.
Employee’s Right to Terminate for Good Reason. Employee shall have the right to terminate Employee’s employment with the Company for “Good Reason” (1) at any time pursuant to a condition described in Section 5(c)(i), (ii), (iv) or (v) and (2) for the condition described in Section 5(c)(iii), at any time prior to a Change in Control and, on or following a Change in Control, on or following the date that is at least ninety (90) days after such Change in Control. For purposes of this Agreement, “Good Reason” shall mean:
Employee’s Right to Terminate for Good Reason. The Employee shall have the right to terminate the Employee's employment with the Company at any time for "Good Reason." Upon a termination by the Employee for “Good Reason,” the Company shall pay or provide to the Employee the payments and benefits set forth in Sections 7.2(a) and (b). For purposes of this Agreement, a termination for "Good Reason" shall mean Employee’s termination within ninety (90) days following the expiration of the cure period afforded the Company to rectify any of the following that occur without the express written consent of the Employee, as determined in a manner consistent with Treasury Regulation Section 1.409A-1(n)(2)(ii): (i) a material reduction or change in the Employee’s title or job duties, responsibilities and requirements inconsistent with the Employee’s position with the Company and the Employee’s prior duties, responsibilities and requirements; (ii) a ten percent (10%) or greater reduction in the Employee’s Base Salary unless a proportionate reduction is made to the Base Salary of all members of the Company’s senior management in accordance with a bona-fide downturn in the Company’s business; (iii) any material breach of this Agreement by the Company; or (iv) failure by the Company to maintain reasonable D&O insurance acceptable to the Company’s Board. In the case of the Employee’s allegation of Good Reason, (1) the Employee shall provide written notice to the Board of the event alleged to constitute Good Reason within 30 days after the initial occurrence of such event, (2) the Company shall have the opportunity to remedy the alleged Good Reason event within 30 days from receipt of notice of such allegation, and if not so cured, the Employee may then terminate employment for “Good Reason” within ninety (90) days following the expiration of the cure period afforded the Company.
Employee’s Right to Terminate for Good Reason. Employee may terminate this Agreement and his employment with the Company for "Good Reason." In the event of Employee's termination of this Agreement and his employment with the Company for Good Reason, the Company shall continue paying Employee his base salary through the expiration of the then remaining term of this Agreement, but in no event for less than 12 additional months. For purposes of this Paragraph 6.A, "Good Reason" shall be deemed to exist if (i) the Company fails to comply with any material provision of this Agreement and such failure has not been cured within ten (10) days after notice of such noncompliance has been given by Employee to the Board pursuant to the notice provisions of this Agreement specifying the nature of such noncompliance in reasonable detail (ii) Employee is removed from, or is not elected to, the Board after the Effective Date, (iii) Employee is assigned any duties materially inconsistent with Employee's authority, duties or responsibilities on the Effective Date, including without limitation any action of the Company that results in Employee no longer having the title and responsibilities specified in Paragraph 3.A of this Agreement, or (iv) the Company fails to renew the Original Term or any extended term of this Agreement in the manner provided in Paragraph 4.B of this Agreement by the Renewal Notice Date.
Employee’s Right to Terminate for Good Reason. Employee may terminate this Agreement and his employment with the Company for "Good Reason." In the event of Employee's termination of this Agreement and his employment with the Company for Good Reason, the Company shall pay to Employee a cash amount equal to Employee's annual base salary under the terms of the Manning/Sterling Employment Agreement, initially Two Hundred Thousanx Xxxxxrs ($200,000).
Employee’s Right to Terminate for Good Reason. Employee may terminate this Agreement and his employment with the Company for "Good Reason." In the event of Employee's termination of this Agreement and his employment with the Company for Good Reason, the Company shall pay to Employee a cash amount equal to Employee's annual base salary under the terms of the Harper/Sterling Employment Agreement, initially Two Hundred Thousand Xxxxxrs ($200,000). For purposes of this Paragraph 6.A, "Good Reason" shall be deemed to exist if the Harper/Sterling Employment Agreement and Employee's employment therexxxxx is terminated for "Good Reason" (as such term is defined in the Harper/Sterling Employment Agreement) or without "good cause" (as suxx xxxm is defined in the Harper/Sterling Employment Agreement).
