Good Reason definition

Good Reason means:

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Good Reason means any of the following:

Good Reason means any of the following (without Executive’s express written consent):

Examples of Good Reason in a sentence

• If Executive’s employment is terminated by Executive other than for Good Reason, then the Company shall, through the Date of Termination, pay Executive his accrued and unpaid Base Salary.

• The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance 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 rights hereunder.

• If, at any time, the Company terminates Executive’s employment for Cause, or if either party terminates Executive’s employment as a result of Executive’s death or Disability (as defined in the Equity Plan), or if Executive resigns without Good Reason, Executive will receive the Accrued Obligations set forth in Section 6.1 and will not be entitled to any other form of compensation from the Company, including any severance benefits.

• If, however, the Company cures such conditions, any subsequent termination of employment by the Participant will not be considered to be made for Good Reason.

• This Agreement shall be terminable "at will," which means by either Party, with or without Cause (defined below), notice, or Good Reason (defined below) at any time, subject to Paragraph 7 below.

More Definitions of Good Reason

Good Reason means the occurrence of any of the following events:

Good Reason means the occurrence of any of the following events without the Executive’s consent:

Good Reason shall have the meaning set forth in the Employment Agreement.

Good Reason means the occurrence of any of the following without Executive’s prior written consent:

Good Reason means in the absence of a written consent of the Executive:

Good Reason means the occurrence of any one of the following events without Executive’s written consent: (A) a reduction in Executive’s base salary, except when it is with Executive’s consent or part of an overall similar reduction for similarly-situated executives; (B) a material reduction in Executive’s incentive compensation (provided, for clarity, that any reduction in the actual amount of annual cash bonus paid to Executive shall not constitute Good Reason); (C) a significant reduction in Executive’s responsibilities with respect to management of Company or in Executive’s authority or status within Company (provided, however, that a reduction in Executive’s responsibilities or authority following a Change in Control shall not constitute Good Reason if (x) there is no demotion in Executive’s position or reduction of the scope of Executive’s duties within the Company that existed before the Change in Control or (y) Executive is given a position of materially similar or greater overall scope and responsibility within the acquiring company (taking into appropriate consideration that a nominally lower hierarchical role in a larger company may involve similar or greater scope and responsibility than a nominally higher role in the hierarchy of a smaller company); (D) Executive is required to relocate Executive’s principal place of employment with the Company (or successor to the Company, if applicable) to a place that increases Executive’s one-way commute by more than fifty (50 miles) as compared to Executive’s then-current principal place of employment immediately prior to such relocation (excluding regular travel in the ordinary course of business); or (E) a material breach by the Company of any material provision of this Agreement or any other agreement between Executive and the Company. Notwithstanding the foregoing or any other provision of this Agreement to the contrary, “Good Reason” shall not exist if Executive has not provided the Company and the Board written notice of the circumstances constituting “Good Reason” within thirty (30) days of the initial occurrence of the event, allowed the Company thirty (30) days to cure such circumstances, and terminated Executive’s employment for Good Reason within ninety (90) days following the initial occurrence of the condition(s) specified in such notice, in the event such condition(s) remained uncured.

Good Reason means the occurrence of any of the following: