Constructive Termination

Constructive Termination. Employee's termination of his or her employment as a result of the material breach by Company of this Agreement, including (without limitation) any material diminution in the nature or scope of the authorities, powers, functions, duties or responsibilities of Employee, provided that no such breach shall be considered a Constructive Termination unless Employee has provided Company with written notice of such breach within ninety (90) days of the breach first occurring and Company has failed to... cure such breach within the thirty (30) day period following receipt of such notice. Employment will subsequently terminate sixty (60) days after cure period concludes. View More

Constructive Termination. The term "Constructive Termination" shall have the same meaning ascribed to such term (or the term "good reason") in any employment or severance agreement then in effect between the Executive and the Company or one of its Subsidiaries.

Constructive Termination. Any of the following which occurs after the effective date of a Change of Control: (1) the material reduction of the Executive's Annual Salary, Annual Bonus opportunity, opportunity to earn equity compensation, or other benefits, each as provided in this Agreement; (2) a material diminution in the Executive's authority, duties or responsibilities or a change in his position such that he ceases to hold the title of, or serve in the role as, President and Chief Executive Officer of the Company or... any successor; (3) the assignment of any duties materially inconsistent with the Executive's position (including status, offices, titles and reporting requirements), authority, duties or responsibilities under this Agreement; or (4) an involuntary relocation of the Executive's primary office or worksite to a place that is beyond a twenty (20) mile radius from 6301 Waterford Boulevard in Oklahoma City, Oklahoma. View More

Constructive Termination. The resignation by the Executive from employment following, without the Executive's express written consent, the then continuing assignment to the Executive of material duties or the then continuing material reduction of the Executive's duties, either of which results in a significant diminution in the Executive's position or responsibilities in effect immediately prior to the closing date of the transaction giving rise to a Change of Control, or the then continuing removal of the Executive... from such position and responsibilities. View More

Constructive Termination. The occurrence of any of the following events in the absence of Cause: (i) a significant adverse change in the nature or scope of the Optionee's responsibilities, authorities, powers, functions or duties; (ii) a Change of Control of the Company, except for a Change of Control which results from the Merger; or (iii) the sale of all or substantially all of the assets of the Company.

Constructive Termination. The occurrence of any of the following conditions, without Employee's consent: (a) a significant diminution in the nature or scope of Employee's authority, title, function or duties from Employee's authority, title, function or duties in effect immediately preceding any Change of Control; (b) a fifteen percent (15%) or more reduction in Employee's base salary in effect immediately preceding any Change of Control; or (c) the Company's requiring Employee to be based at any office or location that... makes Employee's commute 50 miles longer than Employee's commute immediately preceding the Change of Control or if Employee is required to relocate. View More

Constructive Termination. A voluntary termination of employment by a Participant after one of the following is undertaken without the Participant's express written consent: (i) the assignment to the Participant of duties or responsibilities that results in a material diminution in the Participant's authority, duties, position, status, or responsibilities with Nuvelo as in effect at any time during the twelve (12) month period preceding such assignment; (ii) a change in reporting responsibilities, titles, or offices that... is not in connection with a promotion; (iii) a reduction in the Participant's base salary; (iv) a change in the Participant's business location of more than 35 miles from the business location prior to such change, except for required travel for Nuvelo's business to an extent substantially consistent with Participant's prior business travel obligations; (v) a material breach by Nuvelo of any provisions of the Plan or any enforceable written agreement between Nuvelo and the Participant; or (vi) any failure by Nuvelo to obtain assumption of the Plan by any successor to, or assignee of, Nuvelo. Notwithstanding the foregoing, a voluntary termination shall not be deemed a Constructive Termination unless (x) the Participant provides Nuvelo with written notice (the "Constructive Termination Notice") that the Participant believes that an event described in this Section 2(m) has occurred, (y) the Constructive Termination Notice is given within one (1) month of the date the event occurred, and (z) Nuvelo does not rescind or cure the conduct giving rise to the event described in this Section 2(k) within fifteen (15) days of receipt by Nuvelo of the Constructive Termination Notice, in which case the date of Constructive Termination shall be deemed the date on which that fifteen (15) day period expires. View More

Constructive Termination. The Participant's resignation from all positions he or she then holds with Nuvelo if one or more of the following events occur without the Participant's express written consent.

Constructive Termination. A termination of employment with the Company and its Affiliates at the initiative of the Participant that the Participant declares, by prior written notice delivered to the Secretary of the Company, to be a Constructive Termination by the Company or an Affiliate and which follows (i) a material decrease in his salary or (ii) a material diminution in the authority, duties or responsibilities of his position as a result of which the Participant determines in good faith that he cannot continue to... carry out his job in substantially the same manner as it was intended to be carried out immediately before such diminution. Notwithstanding anything herein to the contrary, a Constructive Termination shall not occur until and unless 30 days have elapsed from the date the Company receives such written notice from the Participant and, during that period, the Company fails to cure, or cause to be cured, the circumstance serving as the basis on which the declaration of Constructive Termination is given. View More

Constructive Termination. Shall have the meanings ascribed to them in that certain employment agreement by and between the Optionee and Renasant Corporation entered into in connection with the Renasant Transaction